The following table sets forth information concerning the “compensation actually paid” to our NEOs for each of the fiscal years ended December 2020, 2021, 2022 and 2023, and our financial performance for each of these fiscal years. “Compensation actually paid” is determined, however, by making certain adjustments pursuant to SEC regulatory requirements and, as a result, does not reflect the compensation earned by or paid to our executive officers during a covered year. For further information concerning the Company’s pay-for-performance philosophy and how the Company aligns executive compensation with the Company’s performance, refer to “Compensation Discussion and Analysis”.
| Year(1) | | | SCT Total Compensation for CEO ($) | | | CAP to CEO ($)(2) | | | Average SCT Total Compensation for Other NEOs ($) | | | Average CAP to Other NEOs ($)(2) | | | Cumulative TSR (based on value of $100 investment) ($) | | | Peer Group Cumulative TSR (based on value of $100 investment) ($)(3) | | | GAAP Net Income (in millions) ($)(4) | | | Adjusted EBITDA (in millions) ($)(5) |
|---|
| 2023 | | | 6,053,361 | | | 32,628,380 | | | 3,380,078 | | | 17,569,191 | | | 3,943.01 | | | 243.61 | | | 722 | | | 1,033 |
| 2022 | | | 11,121,908 | | | 19,343,862 | | | 2,625,826 | | | 11,160,871 | | | 1,686.43 | | | 167.33 | | | 1,449 | | | 1,741 |
| 2021 | | | 3,549,785 | | | 5,021,653 | | | 2,641,391 | | | 8,435,227 | | | 674.59 | | | 136.09 | | | 289 | | | 534 |
| 2020 | | | 6,411,899 | | | 9,775,788 | | | 1,694,897 | | | 1,797,945 | | | 125.64 | | | 99.77 | | | (447) | | | 83 |
| (1) | Mr. Eidson was our CEO in fiscal year 2023 and an NEO in fiscal years 2020, 2021 and 2022. Mr. Stetson was an NEO in fiscal year 2023 and our CEO in fiscal years 2020, 2021 and 2022. Our Other NEOs, Messrs. Munsey, Whitehead, Nicholson and Horn, served during each disclosed fiscal year except for Mr. Munsey, who was not an NEO in fiscal years 2020 and 2021, and Mr. Horn who was not an NEO in fiscal year 2023. For 2021, the CEO CAP totals for 2021 and 2022 are lower than the potential totals because Mr. Stetson voluntarily waived his 2021 annual grant of stock awards. |
| (2) | Refer to table below for amounts deducted from and added to the SCT. Fair values of awards were computed in accordance with Financial Accounting Standards Board (“FASB”) Accounting Standards Codification, (“ASC”) Topic 718, “Compensation-Stock Compensation” (“FASB ASC Topic 718”). Fair values of non-market-based awards were adjusted for actual performance through each fiscal year end. In determining probable payout for these awards, fair value adjustments assume target performance for future fiscal years in which metrics have not yet been established as the metrics are established annually for each year within the applicable 3-year performance period. |
| (3) | In 2020, our peer group, as disclosed in the proxy statement for the 2021 annual meeting of stockholders was: Alliance Resource Partners, L.P., Arch Resources, Inc., Carpenter Technology Corp., Cleveland-Cliffs Inc., Commercial Metals Co., Compass Minerals International, Inc., CONSOL Energy Inc., Peabody Energy Corp., Schnitzer Steel Industries, Inc., SunCoke Energy, Inc., TimkenSteel Corp., Tronox Holdings plc., Warrior Met |
Coal, Inc., and Worthington Industries, Inc. In July 2020, after completing a peer group analysis the compensation committee added Alliance Resource Partners, L.P. to the proxy peer group as they are a similarly sized company in our industry with comparable revenues. Denbury Resources, Inc. and Southwestern Energy Company were removed from the peer group in July 2020 as they are primarily in the hydrocarbon and gas exploration business.
In 2021, Cleveland-Cliffs Inc. was removed from the proxy peer group, as disclosed in the proxy statement for the 2022 annual meeting of stockholders, primarily due to its much larger company size, revenues and market capitalization.
In 2022 and 2023, we made no changes to our proxy peer group from 2021. For the list of companies comprising our peer group, see “Compensation Disclosure and Analysis”.
| (4) | 2020 GAAP Net Income includes a loss from discontinued operations of ($205,429,837). |
| (5) | See “Relationship Between Pay and Adjusted EBITDA” below for further discussion on how Adjusted EBITDA is derived from the audited financials. |
| · · SCT Total ($)(1) · · · Stock Awards Deducted ($)(2) · · · Stock Awards Added ($)(3)(8) · · · Dividends Added ($)(4) · · · Stock Awards Granted in Prior Years: Unvested as of FYE ($)(5)(8) · · · Stock Awards Granted in Prior Years: Vested in Current FY ($)(6)(8) · · · Stock Awards Granted in Prior Years: Forfeited in Current FY ($)(7)(8) · · · Total CAP ($) |
|---|
| CEO |
|---|
| 2023 | | | 6,053,361 | | | (3,172,948) | | | 6,311,039 | | | 196,035 | | | 22,671,129 | | | 569,764 | | | — | | | 32,628,380 |
| 2022 | | | 11,121,908 | | | (8,049,839) | | | 12,141,978 | | | 455,702 | | | — | | | 3,674,113 | | | — | | | 19,343,862 |
| 2021 | | | 3,549,785 | | | — | | | — | | | — | | | 5,941,529 | | | 340,296 | | | (4,809,957) | | | 5,021,653 |
| 2020 | | | 6,411,899 | | | (3,291,267) | | | 6,663,767 | | | — | | | 50,576 | | | (59,187) | | | — | | | 9,775,788 |
| Average Other NEOs |
|---|
| 2023 | | | 3,380,078 | | | (1,534,672) | | | 2,834,884 | | | 114,542 | | | 10,364,937 | | | 2,438,145 | | | (28,723) | | | 17,569,191 |
| 2022 | | | 2,625,826 | | | (1,027,679) | | | 2,507,722 | | | 467,703 | | | 6,406,150 | | | 181,149 | | | — | | | 11,160,871 |
| 2021 | | | 2,641,391 | | | (1,075,574) | | | 6,026,247 | | | — | | | 821,166 | | | 21,997 | | | — | | | 8,435,227 |
| 2020 | | | 1,694,897 | | | (312,465) | | | 425,607 | | | — | | | 18,010 | | | (28,104) | | | — | | | 1,797,945 |
| (1) | Values reflected in this column for the CEO and Average Other NEOs represent the Total Compensation as reported in the Summary Compensation Table (SCT) of the proxy statement for the annual meeting of stockholders in each fiscal year. |
| (2) | Values reflected in this column for the CEO and Average Other NEOs represent amounts reported in the Stock Awards and Option Awards columns of the SCT of the proxy statement for the annual meeting of stockholders in each fiscal year, which are deducted from the SCT total in the respective fiscal year. Mr. Stetson did not have any stock awards granted in 2021. |
| (3) | Values reflected in this column for the CEO and Average Other NEOs represent the fair values of equity compensation granted during the respective fiscal year and valued as of such fiscal year end. These amounts are added to the SCT total in the respective fiscal year. |
| (4) | Values reflected in this column for the CEO and Average Other NEOs represent any cash dividend equivalents earned on unvested shares during each fiscal year, which are added to the SCT total in the respective fiscal year. These amounts are added to the SCT total in the respective fiscal year. |
| (5) | For stock awards granted in prior fiscal years that were unvested at the end of the current fiscal year, the values reflected in this column for the CEO and Average Other NEOs represent the total change in fair value from the end of the prior fiscal year to the end of the current fiscal year. The change in fair value is added or subtracted from the SCT total in the respective fiscal year. |
| (6) | For stock awards granted in prior fiscal years that vested during the current fiscal year, the values reflected in this column for the CEO and Average Other NEOs represent the total change in fair value from the end of the prior fiscal year to the vesting date in the current fiscal year. The change in fair value is added or subtracted from the SCT total in the respective fiscal year. |
| (7) | For stock awards granted in prior fiscal years that forfeited during the current fiscal year, the values reflected in this column for the CEO and Average Other NEOs represent the fair value of the forfeited awards determined at the end of the prior fiscal year. The fair value is subtracted from the SCT total in the respective fiscal year. |
| (8) | The fair values of stock awards added or deducted were computed in accordance with FASB ASC Topic 718. Performance awards with market metrics were remeasured at each fiscal year-end during the vesting period or vesting date using the Monte Carlo Simulation model with variables for volatility, risk free rate and dividend yield. Fair values of non-market-based awards were adjusted for actual performance through each fiscal yearend. In determining probable payout for these awards, fair value adjustments assume target performance for future fiscal years in which metrics have not yet been established as the metrics are established annually for each year within the applicable 3-year performance period. |
Stock options were remeasured at each fiscal year-end during the vesting period or vesting date using the Black-Scholes model with variables for expected life, volatility, risk free rate and dividend yield.
