CHEMED CORP
For the period ended Dec 31, 2024. Filed Feb 28, 2025.
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FY2024 · Filed Feb 28, 2025
Extracted filing text, with the paragraph anchors used by the comparison.
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Item 4. Mine Safety Disclosures
None
Executive Officers of the Company
| Name | Age | Office | First Elected |
|---|---|---|---|
| Kevin J. McNamara | 71 | President and Chief Executive Officer | August 2, 1994 (1) |
| Spencer S. Lee | 69 | Executive Vice President | May 15, 2000 (2) |
| Nicholas M. Westfall | 46 | Executive Vice President | June 16, 2016 (3) |
| Michael D. Witzeman | 54 | Vice President, Chief Financial Officer, and Controller | May 21, 2012 (4) |
| Brian C. Judkins | 44 | Vice President and Chief Legal Officer | August 31, 2020 (5) |
(1) Mr. K.J. McNamara is President and Chief Executive Officer of the Company and has held these positions since August 1994 and May 2001, respectively. Previously, he served as an Executive Vice President, Secretary and General Counsel of the Company, since November 1993, August 1986 and August 1986, respectively. He previously held the position of Vice President of the Company, from August 1986 to May 1992.
(2) Mr. S.S. Lee is an Executive Vice President of the Company and has held this position since May 2000. Mr. Lee is also Chairman and Chief Executive Officer of Roto-Rooter Services Company, a wholly owned subsidiary of the Company, and has held this position since January 1999. Previously, he served as a Senior Vice President of Roto-Rooter Services Company from May 1997 to January 1999.
(3) Mr. N.M. Westfall is an Executive Vice President of the Company and has held this position since June 2016. He is also Chief Executive Officer of VITAS, a wholly owned subsidiary of the Company, and has held this position since June 2016. Previously, from May 2015 to June 2016, he also served as Chief Operating Officer of VITAS. Previously, he served as Senior Vice President of VITAS from April 2012 to April of 2015. Prior to that he served as Director of Information Technology and Operations for Chemed from May 2009 to April 2012.
(4)Mr. M.D. Witzeman is a Vice President, Chief Financial Officer, and Controller of the Company. Mr. Witzeman was promoted to Chief Financial Officer in January of 2024. He has held these positions since May 2012, January 2024, and May 2017 respectively. Prior to that he served as Assistant Vice President and Assistant Controller from July 2005.
(5) Mr. B.C. Judkins is a Vice President and the Secretary and Chief Legal Officer of the Company. He has held these positions since August 2020. Prior to that he served as Vice President and Counsel from January 2019.
Each executive officer holds office until the annual election at the next annual organizational meeting of the Board of Directors of the Company which is scheduled to be held on May 19, 2025.
Part II
The Company has historically paid cash dividends quarterly. However, future dividends are dependent upon the Company’s earnings and financial condition, compliance with certain debt covenants and other factors not presently determinable.
As of February 10, 2025, there were approximately 1,156 stockholders of record of the Company’s Capital Stock. This number only includes stockholders of record and does not include stockholders with shares beneficially held in nominee name or within clearinghouse positions of brokers, banks or other institutions.
During 2024, the number of shares of Capital Stock repurchased by the Company, the weighted average price paid for each share, the cumulative shares repurchased under each program and the dollar amounts remaining under each program were as follows:
Company Purchase of Shares of Capital Stock
| Total Number · Weighted Average · Cumulative Shares · Dollar Amount | |||||
|---|---|---|---|---|---|
| of Shares · Price Paid Per · Repurchased Under · Remaining Under | |||||
| Repurchased · Share · the Program · The Program | |||||
| February 2011 Program | |||||
| January 1 through January 31, 2024 | - | $ | - | 10,591,123 | $314,054,431 |
| February 1 through February 29, 2024 | - | - | 10,591,123 | 314,054,431 | |
| March 1 through March 31, 2024 | 50,000 | 646.87 | 10,641,123 | $281,710,685 | |
| First Quarter Total | 50,000 | $646.87 | |||
| April 1 through April 30, 2024 | 11,500 | $566.75 | 10,652,623 | $275,193,028 | |
| May 1 through May 31, 2024 | 54,231 | 562.69 | 10,706,854 | 244,677,666 | |
| June 1 through June 30, 2024 | 34,269 | 546.69 | 10,741,123 | $225,943,169 | |
| Second Quarter Total | 100,000 | $557.68 | |||
| July 1 through July 31, 2024 | 6,417 | $554.49 | 10,747,540 | $222,385,017 | |
| August 1 through August 31, 2024 | 43,583 | 577.04 | 10,791,123 | 197,235,685 | |
| September 1 through September 30, 2024 | 50,000 | 582.27 | 10,841,123 | $168,122,188 | |
| Third Quarter Total | 100,000 | $578.21 | |||
| October 1 through October 31, 2024 | - | $ | - | 10,841,123 | $168,122,188 |
| November 1 through November 30, 2024 (1) | 208,515 | 557.24 | 11,049,638 | 351,929,650 | |
| December 1 through December 31, 2024 | 179,720 | 537.57 | 11,229,358 | $255,317,749 | |
| Fourth Quarter Total | 388,235 | $548.13 | |||
| (1) In November 2024, our Board of Directors authorized an additional $300 million under the February 2011 Repurchase Program. | |||||
As of December 31, 2024, the number of stock options and performance share units outstanding under the Company’s equity compensation plans, the weighted average exercise price of outstanding options, and the number of securities remaining available for issuance were as follows:
EQUITY COMPENSATION PLAN INFORMATION
| Number of securities to be issued upon exercise of outstanding warrants and rights | Weighted-average exercise price of outstanding options, warrants and rights | Number of securities remaining available for future issuance under equity compensation plans [excluding securities reflected in column (a)] | |
|---|---|---|---|
| ( a ) | ( b ) | ( c ) | |
| Plan Category | |||
| Equity compensation plans approved by stockholders (1) | 1,235,051 | $487.07 | 1,182,181 |
(1) Amount includes 52,870 shares allocated to certain employees which vest upon attainment of specified earnings per share targets and specified total shareholder return targets.
Comparative Stock Performance
The graph below compares the yearly percentage change in the Company’s cumulative total stockholder return on Capital Stock (as measured by dividing (i) the sum of (A) the cumulative amount of dividends for the period December 31, 2019, to December 31, 2024, assuming dividend reinvestment, and (B) the difference between the Company’s share price at December 31, 2019 and December 31, 2024; by (ii) the share price at December 31, 2019) with the cumulative total return, assuming reinvestment of dividends, of the (1) S&P 500 Stock Index and (2) Dow Jones Industrial Diversified Index.
| December 31 | 2019 | 2020 | 2021 | 2022 | 2023 | 2024 |
|---|---|---|---|---|---|---|
| Chemed Corporation | 100.00 | 121.59 | 121.14 | 117.21 | 134.65 | 122.37 |
| S&P 500 | 100.00 | 118.40 | 152.39 | 124.79 | 157.59 | 197.02 |
| Dow Jones Diversified Industrials | 100.00 | 112.44 | 123.67 | 113.61 | 147.49 | 203.37 |
The text of this filing, as the company filed it with the SEC, without its images or exhibits. This is not investment advice.