Archrock Inc
For the period ended Apr 24, 2025. Filed Mar 11, 2025.
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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.
Apr 24, 2025 · Filed Mar 11, 2025
Contents
Pay Versus Performance Table
PAY VERSUS PERFORMANCE
In accordance with rules adopted by the SEC pursuant to the Dodd-Frank Wall Street Reform and Consumer Protection Act of 2010, we provide the following disclosure regarding executive compensation for our principal executive officer (“PEO”) and non-PEO NEOs and Company performance for the fiscal years listed below. Our Compensation Committee did not consider the pay versus performance disclosure below in making its pay decisions for any of the years shown. Please refer to the Compensation Discussion and Analysis for the complete discussion as to how pay was determined.
| Year · Summary Compensation Table (“SCT”) Total for Childers (PEO) (1) ($) · Compensation Actually Paid to Childers (PEO) (1,2,3) ($) · Average SCT Total for Non-PEO NEOs (1) ($) · Average Compensation Actually Paid to Non-PEO NEOs (1,2,3) ($) · Value of Initial Fixed $100 Investment Based On: (4) · Net Income ($MM) · Adjusted EBITDA (5) ($MM) | ||||||||
|---|---|---|---|---|---|---|---|---|
| TSR ($) · Peer Group TSR ($) | ||||||||
| 2024 | 8,512,663 | 30,716,520 | 2,660,372 | 7,648,864 | 338 | 212 | 172 | 595 |
| 2023 | 8,020,736 | 17,142,980 | 2,351,929 | 4,321,844 | 202 | 147 | 105 | 450 |
| 2022 | 7,192,632 | 7,318,092 | 1,951,033 | 1,976,804 | 112 | 129 | 44 | 363 |
| 2021 | 6,609,272 | 3,716,961 | 1,708,806 | 1,212,821 | 87 | 106 | 28 | 326 |
| 2020 | 6,123,248 | 6,701,111 | 1,466,445 | 1,427,338 | 94 | 77 | (68) | 415 |
| (1) | Mr. Childers was our PEO for each year presented. The individuals comprising the non-PEO NEOs for each year presented are: Ms. Hildebrandt and Messrs. Aron, Ingersoll and Thode. |
| (2) | The amounts shown for Compensation Actually Paid have been calculated in accordance with Item 402(v) of Regulation S-K and do not reflect compensation actually earned, realized, or received by the Company’s Named Executive Officers. These amounts reflect the SCT Total with certain adjustments as described in footnote 3 below. |
| (3) | “Compensation Actually Paid” reflects the exclusions and inclusions of certain amounts for the PEO and the non-PEO NEOs as set forth below. Equity values are calculated in accordance with ASC Topic 718. Amounts under Exclusion of Stock Awards are the totals from the Stock Awards column set forth in the SCT. |
PEO – Mr. Childers
| Year | SCT Total for PEO ($) | Exclusion of Equity Awards for PEO ($) | Inclusion of Equity Values for PEO ($) | Compensation Actually Paid to PEO ($) |
|---|---|---|---|---|
| 2024 | 8,512,663 | (5,479,375) | 27,683,232 | 30,716,520 |
| 2023 | 8,020,736 | (5,211,360) | 14,333,604 | 17,142,980 |
| 2022 | 7,192,632 | (4,879,884) | 5,005,344 | 7,318,092 |
| 2021 | 6,609,272 | (4,375,869) | 1,483,558 | 3,716,961 |
| 2020 | 6,123,248 | (4,245,524) | 4,823,387 | 6,701,111 |
NON-PEO NEOs – Ms. Hildebrandt and Messrs. Aron, Ingersoll and Thode
| Year | Average Summary SCT ($) | Average Exclusion of Equity Awards ($) | Average Inclusion of Equity Values ($) | Average Compensation Actually Paid ($) |
|---|---|---|---|---|
| 2024 | 2,660,372 | (1,397,241) | 6,385,733 | 7,648,864 |
| 2023 | 2,351,929 | (1,217,851) | 3,187,765 | 4,321,844 |
| 2022 | 1,951,033 | (1,003,068) | 1,028,839 | 1,976,804 |
| 2021 | 1,708,806 | (840,462) | 344,477 | 1,212,821 |
| 2020 | 1,466,445 | (769,493) | 730,386 | 1,427,338 |
The amounts in Inclusion of Equity Values in the tables above are derived from the amounts set forth in the following tables:
PEO – Mr. Childers
| Year | Year-End Fair Value (“FV”) of Equity Awards Granted During Year That Remained Unvested as of Last Day of Year ($) | Change in FV From Last Day of Prior Year to Last Day of Year of Unvested Equity Awards ($) | Change in FV From Last Day of Prior Year to Vesting Date of Unvested Equity Awards that Vested During Year ($) | Value of Dividends Paid on Equity Awards Not Otherwise Included ($) | Total Inclusion of Equity Values ($) |
|---|---|---|---|---|---|
| 2024 | 9,527,500 | 15,413,228 | 1,621,904 | 1,120,600 | 27,683,232 |
| 2023 | 9,297,628 | 3,848,748 | 427,795 | 759,436 | 14,333,604 |
| 2022 | 4,861,691 | (818,579) | 451,332 | 510,900 | 5,005,344 |
| 2021 | 2,958,118 | (1,910,090) | (160,663) | 596,192 | 1,483,558 |
| 2020 | 5,563,896 | (558,310) | (874,186) | 691,987 | 4,823,387 |
NON-PEO NEOs – Ms. Hildebrandt and Messrs. Aron, Ingersoll and Thode
| Year | Average Year-End FV of Equity Awards Granted During Year That Remained Unvested as of Last Day of Year ($) | Average Change in FV from Last Day of Prior Year to Last Day of Year of Unvested Equity Awards ($) | Average Change in FV from Last Day of Prior Year to Vesting Date of Unvested Equity Awards that Vested During Year ($) | Average Value of Dividends Paid on Equity Awards Not Otherwise Included ($) | Total Average Inclusion of Equity Values ($) |
|---|---|---|---|---|---|
| 2024 | 2,429,513 | 3,397,466 | 314,803 | 243,951 | 6,385,733 |
| 2023 | 2,172,778 | 776,209 | 80,634 | 158,145 | 3,187,765 |
| 2022 | 999,328 | (149,194) | 78,509 | 100,196 | 1,028,839 |
| 2021 | 568,159 | (323,536) | (1,545) | 101,400 | 344,477 |
| 2020 | 796,610 | (65,803) | (87,950) | 87,529 | 730,386 |
For the equity values included in the above tables, the valuation assumptions used to calculate fair values did not materially differ from those disclosed at the time of the grant.
| (4) | The peer group TSR shown in this table utilizes the Alerian Midstream Energy Total Return (AMNAX) Index, which we also utilize in the stock performance graph required by Item 201(e) of Regulation S-K included in our Annual Report for the year ended December 31, 2024. The comparison assumes $100 was invested for the period starting December 31, 2019, through the end of the listed year in the Company and the AMNAX Index. Historical stock price performance is not necessarily indicative of future stock performance. |
| (5) | We determined Adjusted EBITDA to be the most important financial performance measure used to link Company performance to Compensation Actually Paid to our PEO and other Named Executive Officers in 2024. |
Relationship Between PEO and Other NEO Compensation Actually Paid and Company TSR
The following chart sets forth the relationship between Compensation Actually Paid to our PEO, the average of Compensation Actually Paid to our non-PEO NEOs, the Company’s cumulative TSR, and the peer group’s cumulative TSR over the five most recently completed fiscal years.
Relationship Between PEO and Other NEO Compensation Actually Paid and Net Income
The following chart sets forth the relationship between Compensation Actually Paid to our PEO, the average of Compensation Actually Paid to our non-PEO NEOs, and our Net Income during the five most recently completed fiscal years.
Relationship Between PEO and Other NEO Compensation Actually Paid and Company-Selected Measure
The following chart sets forth the relationship between Compensation Actually Paid to our PEO, the average of Compensation Actually Paid to our other Named Executive Officers, and our Adjusted EBITDA during the five most recently completed fiscal years.
Important Financial Performance Measures
The Company considers the following financial performance measures to have been the most important in linking Compensation Actually Paid to our PEO and other Named Executive Officers for 2024 to Company performance. The measures in this table are not ranked.
Adjusted EBITDA Cash Available for Dividend Leverage
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