ESCALADE INC
For the period ended May 8, 2024. Filed Mar 29, 2024.
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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.
May 8, 2024 · Filed Mar 29, 2024
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Contents
Pay vs. Performance Table
The following table reports the compensation of the Company’s Principal Executive Officer (“PEO”), referred elsewhere in this Proxy Statement as our Chief Executive Officer and President, and the average compensation of the Company’s other named executive officers as reported in the Summary Compensation Table under “EXECUTIVE COMPENSATION” for the past two fiscal years, as well as their “compensation actually paid” as calculated pursuant to Item 402(v) of Regulation S-K as adopted by the SEC and certain performance measures required thereunder.
| Fiscal Year1 · Summary Compensation Table Total for Walter P. Glazer, Jr., Principal Executive Officer (PEO-1)2 · Compensation Actually Paid to PEO-1 · Summary Compensation Table Total for Scott J. Sincerbeaux, Principal Executive Officer (PEO-2)3 · Compensation Actually Paid to PEO-2 · Average Summary Compensation Table Total for non-PEO Named Executive Officers (NEOs)4 · Average Compensation Actually Paid to NEOs · Value of initial fixed $100 investment based on Total Shareholder Return5 · Company Net Income for the Fiscal Year | ||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|
| 2023 | $1,757,737 | $3,299,422 | 6 | N/A | N/A | $460,750 | $577,249 | 6 | $100.05 | $9,829,000 | ||
| 2022 | $2,710,781 | 7 | $2,110,565 | 8 | N/A | N/A | $502,305 | $438,011 | 8 | $52.28 | $17,989,000 | |
| 2021 | $964,687 | $1,038,574 | 9 | $582,138 | $(609,875) | 9 | $554,052 | $481,842 | 9 | $74.92 | $24,405,000 | |
1 The Company’s 2023, 2022 and 2021 fiscal years ended on December 31, 2023, December 31, 2022 and December 25, 2021, respectively. All numbers reported in this table relate to the applicable fiscal year. Beginning January 1, 2023, the Company changed its fiscal year to be the calendar year.
2 Mr. Glazer served as the Company’s interim Chief Executive Officer and President from February 19, 2021 through December 31, 2021. Effective January 1, 2022, Mr. Glazer became the Company’s full time Chief Executive Officer and President.
3 Mr. Sincerbeaux served as the Company’s Chief Executive Officer and President until February 19, 2021.
4 The non-PEO named executive officers in each of the Company’s 2021, 2022 and 2023 fiscal years were Stephen R. Wawrin, the Company’s Chief Financial Officer, Vice President Finance, and Secretary, and Patrick J. Griffin, the Company’s Vice President, Corporate Development and Investor Relations.
5 Calculated based upon the closing price of a share of the Company’s common stock on the last day of its 2020, 2021, 2022 and 2023 fiscal years, which prices were $21.69, $15.69, $10.18 and $20.09, respectively.
6 The amounts reported as “Compensation Actually Paid” in 2023 to Messrs. Glazer, Wawrin and Griffin have been calculated in accordance with Item 402(v) of SEC Regulation S-K. As required by Item 402(v), the following adjustments were made to each such individual’s 2023 total compensation in order to compute “compensation actually paid”:
| Walter P. Glazer, Jr. (PEO-1) | Average NEOs | |
|---|---|---|
| Total Compensation Reported in Summary Compensation Table(a) | $1,757,737 | $460,750 |
| Minus Fair Value of Equity Awards made in 2023(b) | (1,346,873) | (145,200) |
| Plus Fair Value of Equity Awards granted in 2023 that are outstanding and unvested at end of 2023(c) | 1,673,698 | 139,435 |
| Plus Change in Fair Value of Equity Awards granted prior to 2023 that are outstanding and unvested at end of 2023(d) | 853,271 | 51,522 |
| Plus Fair Value of Equity Awards granted in 2023 that vested in 2023 | 282,171 | 56,500 |
| Plus Change in Fair Value of Equity Awards granted prior to 2023 that vested in 2023(e) | 79,418 | 14,242 |
| Minus Fair Value of Equity Awards granted prior to 2023 that failed to meet applicable vesting conditions | 0 | 0 |
| Total | $3,299,422 | $577,249 |
(a) See Column (k) of Summary Compensation Table under “EXECUTIVE COMPENSATION.”
(b) See Columns (e) and (g) of Summary Compensation Table under “EXECUTIVE COMPENSATION.”
(c) Calculated based on 12/31/23 stock price ($20.09).
(d) Calculated based on difference between 12/31/23 stock price ($20.09) and 12/31/22 stock price ($10.18).
(e) Calculated based on difference between vesting date stock price and 12/31/22 stock price ($10.18).
7 Includes $892,425 in restricted stock units awarded to Mr. Glazer as a one-time incentive in connection with his agreement to become the Company’s full time Chief Executive Officer and President.
8 The amounts reported as “Compensation Actually Paid” in 2022 to Messrs. Glazer, Wawrin and Griffin have been calculated in accordance with Item 402(v) of SEC Regulation S-K. As required by Item 402(v), the following adjustments were made to each such individual’s 2022 total compensation in order to compute “compensation actually paid”:
| Walter P. Glazer, Jr. (PEO-1) | Average NEOs | |
|---|---|---|
| Total Compensation Reported in Summary Compensation Table(a) | $2,710,781 | $502,305 |
| Minus Fair Value of Equity Awards made in 2022(b) | (1,895,175) | (83,563) |
| Plus Fair Value of Equity Awards granted in 2022 that are outstanding and unvested at end of 2022(c) | 1,314,767 | 63,625 |
| Plus Change in Fair Value of Equity Awards granted prior to 2022 that are outstanding and unvested at end of 2022(d) | (9,185) | (24,231) |
| Plus Fair Value of Equity Awards granted in 2022 that vested in 2022 | 0 | 0 |
| Plus Change in Fair Value of Equity Awards granted prior to 2022 that vested in 2022(e) | (10,623) | (20,125) |
| Minus Fair Value of Equity Awards granted prior to 2022 that failed to meet applicable vesting conditions | 0 | 0 |
| Total | $2,110,565 | $438,011 |
(a) See Column (k) of Summary Compensation Table under “EXECUTIVE COMPENSATION.”
(b) See Columns (e) and (g) of Summary Compensation Table under “EXECUTIVE COMPENSATION.”
(c) Calculated based on 12/31/22 stock price ($10.18).
(d) Calculated based on difference between 12/31/22 stock price ($10.18) and 12/25/21 stock price ($15.69).
(e) Calculated based on difference between vesting date stock price and 12/25/21 stock price ($15.69).
9 The amounts reported as “Compensation Actually Paid” in 2021 to Messrs. Glazer, Sincerbeaux, Wawrin and Griffin have been calculated in accordance with Item 402(v) of SEC Regulation S-K. For purposes of this footnote 9, except as otherwise noted, see the Company’s 2023 Proxy Statement for all references to the Summary Compensation Table under “EXECUTIVE COMPENSATION”. As required by Item 402(v), the following adjustments were made to each such individual’s 2021 total compensation in order to compute “compensation actually paid”:
| Walter P. Glazer, Jr. (PEO-1) | Scott J. Sincerbeaux (PEO-2) | Average NEOs | |
|---|---|---|---|
| Total Compensation Reported in Summary Compensation Table(a) | $964, 687 | $582,138(b) | $554,052 |
| Minus Fair Value of Equity Awards made in 2021(c) | (69,126)(d) | 0 | (64,190) |
| Plus Fair Value of Equity Awards granted in 2021 that are outstanding and unvested at end of 2021(e) | 52,295 | 0 | 48,561 |
| Plus Change in Fair Value of Equity Awards granted prior to 2021 that are outstanding and unvested at end of 2021(f) | (15,000) | 0 | (54,510) |
| Plus Fair Value of Equity Awards granted in 2021 that vested in 2021(g) | 108,007(h) | 0 | 0 |
| Plus Change in Fair Value of Equity Awards granted prior to 2021 that vested in 2021(i) | (2,289) | (25,546) | (2,071) |
| Minus Fair Value of Equity Awards granted prior to 2021 that failed to meet applicable vesting conditions(j) | 0 | (1,166,467)(k) | 0 |
| Total | $1,038,574 | $(609,875) | $481,842 |
(a) See Column (k) of Summary Compensation Table under “EXECUTIVE COMPENSATION” for Messrs. Glazer, Wawrin and Griffin. See Column (k) of Summary Compensation Table under “EXECUTIVE COMPENSATION” of the Company’s 2022 Proxy Statement as relates to Mr. Sincerbeaux.
(b) Includes $435,373 in salary for Mr. Sincerbeaux, which was the amount owed to him for the full 2021 fiscal year pursuant to his Executive Severance Agreement.
(c)See Column (g) of Summary Compensation Table under “EXECUTIVE COMPENSATION” for Messrs. Glazer, Wawrin and Griffin. See Column (g) of Summary Compensation Table under “EXECUTIVE COMPENSATION” of the Company’s 2022 Proxy Statement as relates to Mr. Sincerbeaux.
(d)Consists of restricted stock units issued to Mr. Glazer for service as a non-employee director of the Company in 2021.
(e) Calculated based on 12/25/21 stock price ($15.69).
(f) Calculated based on difference between 12/25/21 stock price ($15.69) and 12/26/20 stock price ($21.69).
(g) Calculated based on vesting date stock price.
(h) Consists of shares of Company stock issued to Mr. Glazer in lieu of cash for services as a non-employee director of the Company in 2021.
(i) Calculated based on difference between vesting date stock price and 12/26/20 stock price ($21.69).
(j) Calculated based on 12/26/20 stock price ($21.69).
(k) Consists of awards of restricted stock and restricted stock units that were forfeited in 2021 upon Mr. Sincerbeaux’s cessation of service as the Company’s Chief Executive Officer and President.
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