INSIGHT ENTERPRISES INC
For the period ended May 21, 2024. Filed Apr 4, 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 21, 2024 · Filed Apr 4, 2024
Contents
Pay Versus Performance
As required by Section 953(a) of the Dodd-Frank Wall Street Reform and Consumer Protection Act, and Item 402(v) of Regulation S-K, we are providing the following information about the relationship between “compensation actually paid” to our President and CEO and to our non-CEO Named Executive Officers and certain financial performance of the Company. Compensation actually paid, as determined under SEC requirements, does not reflect the actual amount of compensation earned by or paid to our Named 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 the Compensation Discussion and Analysis.
| Value of Initial Fixed $100 Investment Based On: | ||||||||
|---|---|---|---|---|---|---|---|---|
| Year | SummaryCompensation Table for CEO($)(1) | Compensation Actually Paidto CEO(1)(3) ($) | Average Summary Compensation Table Total forNon-CEO Named Executive Officers ($)(2) | Average Compensation Actually Paid to Other Named Executive Officers(2)(3) ($) | Cumulative TSR ($) | Peer Group Cumulative TSR(4) ($) | Net Earnings ($, in thousands) | Company Selected Measure - AdjustedNon-GAAPROIC(5) |
| 2023 | 10,693,722 | 21,050,619 | 3,991,384 | 7,306,108 | 252.08 | 154.93 | 281,309 | 17.27% |
| 2022 | 6,217,650 | 5,877,012 | 3,233,865 | 3,191,053 | 142.65 | 122.55 | 280,608 | 15.94% |
| 2021 | 6,638,325 | 10,466,880 | 2,212,425 | 3,158,776 | 151.66 | 152.67 | 219,345 | 14.01% |
| 2020 | 7,402,139 | 8,896,986 | 2,438,357 | 2,744,670 | 108.25 | 121.27 | 172,640 | 12.59% |
Joyce A. Mullen served as our CEO in 2023 and 2022 and Kenneth T. Lamneck was our CEO in 2021 and 2020.
For 2023, our non-CEO Named Executive Officers were Glynis A. Bryan, Dee Burger, Adrian Gregory, and Samuel C. Cowley. For 2022, our non-CEO Named Executive Officers were Glynis A. Bryan, Dee Burger, James Morgado and Samuel C. Cowley. For 2021, our non-CEO Named Executive Officers were Glynis A. Bryan, Joyce A. Mullen, Emma de Sousa and Samuel C. Cowley. For 2020, our non-CEO Named Executive Officers were Glynis A. Bryan, Joyce A. Mullen, Wolfgang Ebermann and Samuel C. Cowley.
For each of 2023, 2022, 2021 and 2020, the values included in this column for the compensation actually paid to our CEO and the average compensation actually paid to our non-CEO Named Executive Officers 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 CEO or other Named Executive Officers. These amounts reflect the Summary Compensation Table Total with certain adjustments in accordance with Item 402(v) of Regulation S-K as described in the tables below.
| CEO | Kenneth T. Lamneck | Kenneth T. Lamneck | Joyce A. Mullen | Joyce A. Mullen |
|---|---|---|---|---|
| Year | 2020 | 2021 | 2022 | 2023 |
| Summary Compensation Table Total for CEO | $7,402,139 | $6,638,325 | $6,217,650 | $10,693,722 |
| Equity values reported in SCT | (3,750,011) | (3,750,037) | (3,258,530) | (8,218,464) |
| Fair value of equity compensation granted in current year - value at year end | 5,568,342 | 4,424,646 | 3,259,344 | 14,035,476 |
| Awards made in prior fiscal years that were unvested at the end of the current fiscal year, add/subtract change in fair value from end of prior fiscal year to end of current fiscal year | 525,631 | 2,555,090 | (187,001) | 3,436,806 |
| Awards made in prior fiscal years that vested during current fiscal year, add/subtract change in fair value from end of prior fiscal year to vesting date | (849,115) | 598,856 | (154,451) | 1,103,079 |
| Compensation Actually Paid to CEO | $8,896,986 | $10,466,880 | $5,877,012 | $21,050,619 |
| Average for Non-CEO NEOs | 2020 | 2021 | 2022 | 2023 |
|---|---|---|---|---|
| Average SCT Total for Non-CEO NEOs | $2,438,357 | $2,212,425 | $3,233,865 | $3,991,384 |
| Equity values reported in SCT | (1,337,538) | (1,112,583) | (1,892,846) | (2,464,121) |
| Fair value of equity compensation granted in current year - value at year end | 1,694,772 | 1,251,910 | 1,957,516 | 4,074,844 |
| Awards made in prior fiscal years that were unvested at the end of the current fiscal year, add/subtract change in fair value from end of prior fiscal year to end of current fiscal year | 125,750 | 596,432 | (55,134) | 1,323,977 |
| Awards made in prior fiscal years that vested during current fiscal year, add/subtract change in fair value from end of prior fiscal year to vesting date | (176,671) | 210,592 | (52,348) | 380,024 |
| Average Compensation Actually Paid to Non-CEO NEOs | $2,744,670 | $3,158,776 | $3,191,053 | $7,306,108 |
The Peer Group TSR set forth in this table utilizes an industry benchmark index, the Nasdaq US Benchmark Computer Hardware TR Index, which we also utilize in the stock performance graph required by Item 201(e) of SEC Regulation S-K included in our Annual Report on Form 10-K for the year ended December 31, 2023.
Please see Appendix A for Adjusted Non-GAAP ROIC from Adjusted consolidated EFO calculation. In 2021 and 2020, the Adjusted Non-GAAP EFO used in the Adjusted Non-GAAP ROIC calculation did not exclude amortization of intangible assets of $32.0 million and $37.5 million, respectively.
Description of Relationship Between CEO and Non-CEO Named Executive Officers Compensation Actually Paid and Insight TSR
The following chart sets forth the relationship between Compensation Actually Paid to our CEO, the average of Compensation Actually Paid to our non-CEO Named Executive Officers, and the Company’s cumulative TSR over the four most recently completed fiscal years. The following chart also sets forth a comparison of the Company’s cumulative TSR and cumulative Peer Group TSR.
Description of Relationship Between CEO and Non-CEO Named Executive Officers Compensation Actually Paid and Net Earnings
The following chart sets forth the relationship between Compensation Actually Paid to our CEO, the average of Compensation Actually Paid to our non-CEO Named Executive Officers and our Net Earnings during the four most recently completed fiscal years.
Description of Relationship Between CEO and Non-CEO Named Executive Officers Compensation Actually Paid and Adjusted Non-GAAP ROIC
The following chart sets forth the relationship between Compensation Actually Paid to our CEO, the average of Compensation Actually Paid to our non-CEO Named Executive Officers, and the Company selected financial measure - Adjusted Non-GAAP ROIC over the four most recently completed fiscal years.
Tabular List
The following table presents the financial performance measures that the Company considers having been the most important in linking compensation actually paid to our CEO and non-CEO Named Executive Officers during 2023 to Company performance.
Performance Measures
Adjusted Non-GAAP ROIC from Adjusted Non-GAAP EFO
Adjusted Non-GAAP EFO
Cloud and Core Services GP growth
The text of this filing, as the company filed it with the SEC, without its images or exhibits. This is not investment advice.