International Money Express Inc
For the period ended Dec 31, 2023. Filed Apr 29, 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.
Dec 31, 2023 · Filed Apr 29, 2024
Contents
PAY VERSUS PERFORMANCE
PROXY STATEMENT
PAY VERSUS PERFORMANCE
2023 PAY VERSUS PERFORMANCE
In accordance with rules adopted by the Securities and Exchange Commission pursuant to the Dodd-Frank Wall Street Reform and Consumer Protection Act of 2010, we are providing the following disclosure regarding executive compensation for our principal executive officer (“PEO”) and Non-PEO named executive officers and Company performance for the fiscal years listed below. The Compensation Committee did not consider the pay versus performance disclosure below in making its pay decisions for any of the years shown.
| Year · Summary Compensation Table Total for PEO Robert Lisy1 ($) · Compensation Actually Paid to PEO Robert Lisy1,2,3 ($) · Average Summary Compensation Table Total for Non-PEO Named Executive Officers1 ($) · Average Compensation Actually Paid to Non-PEO Named Executive Officers1,2,3 ($) · Value of initial fixed $100 investment based on4: · Net income(in millions) · Adjusted EBITDA ($)5(in millions) | ||||||||
|---|---|---|---|---|---|---|---|---|
| Total Shareholder Return ("TSR")($) · Peer Group Total Shareholder Return($) | ||||||||
| (a) | (b) | (c) | (d) | (e) | (f) | (g) | (h) | (i) |
| 2023 | $6,127,308 | $4,372,216 | $1,217,425 | $877,054 | $183 | $66 | $59.5 | $120.0 |
| 2022 | $5,842,214 | $9,064,926 | $1,229,430 | $1,879,209 | $202 | $60 | $57.3 | $105.2 |
| 2021 | $5,004,460 | $5,776,170 | $1,241,362 | $1,382,164 | $133 | $76 | $46.8 | $86.7 |
| 2020 | $1,305,197 | $2,966,300 | $718,034 | $942,237 | $129 | $89 | $33.8 | $68.4 |
- Robert Lisy was our PEO in 2020, 2021, 2022, and 2023. The individuals constituting the Non-PEO named executive officers for each year presented are listed below:
| 2020 | 2021 | 2022 | 2023 |
| Tony Lauro II | Andras Bende | Andras Bende | Andras Bende |
| Joseph Aguilar | Joseph Aguilar | Joseph Aguilar | Joseph Aguilar |
| Randall D. Nilsen | Randall D. Nilsen | Randall D. Nilsen | Christopher Hunt |
| Ernesto Luciano | Randall D. Nilsen | ||
| Ernesto Luciano | |||
The amounts shown for Compensation Actually Paid have been calculated in accordance with Item 402(v) of Regulation S-K and do not reflect compensation actually earned, realized, or received by the Company’s named executive officers. These amounts reflect the Summary Compensation Table Total with certain adjustments as described in footnote 3 below.
Compensation Actually Paid reflects the exclusions and inclusions of certain amounts for the PEO and the Non-PEO named executive officers as set forth below. Equity values are calculated in accordance with FASB ASC Topic 718. Amounts in the Exclusion of Stock Awards column are the totals from the Stock Awards column set forth in the Summary Compensation Table.
| 56 | 2024 Proxy Statement |
PROXY STATEMENT
PAY VERSUS PERFORMANCE
| Year | Summary Compensation Table Total for Robert Lisy ($) | Exclusion of Stock Awards for Robert Lisy($) | Inclusion of Equity Values for Robert Lisy($) | Compensation Actually Paid to Robert Lisy($) |
|---|---|---|---|---|
| 2023 | $6,127,308 | $4,000,000 | $2,244,908 | $4,372,216 |
| 2022 | $5,842,214 | $3,000,000 | $6,222,712 | $9,064,926 |
| 2021 | $5,004,460 | $2,500,013 | $3,271,723 | $5,776,170 |
| 2020 | $1,305,197 | $— | $1,661,103 | $2,966,300 |
| Year | Average Summary Compensation Table Total for Non-PEO Named Executive Officers ($) | Average Exclusion of Stock Awards for Non-PEO Named Executive Officers($) | Average Inclusion of Equity Values for Non-PEO Named Executive Officers($) | Average Compensation Actually Paid to Non-PEO Named Executive Officers($) |
|---|---|---|---|---|
| 2023 | $1,217,425 | $620,000 | $279,629 | $877,054 |
| 2022 | $1,229,430 | $525,000 | $1,174,779 | $1,879,209 |
| 2021 | $1,241,362 | $541,445 | $682,247 | $1,382,164 |
| 2020 | $718,034 | $237,868 | $462,072 | $942,237 |
The amounts in the Inclusion of Equity Values in the tables above are derived from the amounts set forth in the following tables:
| Year | Year-End Fair Value of Equity Awards Granted During Year That Remained Unvested as of Last Day of Year for Robert Lisy($) | Change in Fair Value from Last Day of Prior Year to Last Day of Year of Unvested Equity Awards for Robert Lisy($) | Change in Fair Value from Last Day of Prior Year to Vesting Date of Unvested Equity Awards that Vested During Year for Robert Lisy($) | Fair Value at Last Day of Prior Year of Equity Awards Forfeited During Year for Robert Lisy($) | Total - Inclusion ofEquity Values for Robert Lisy($) |
|---|---|---|---|---|---|
| 2023 | $2,613,002 | $(22,719) | $(345,376) | $— | $2,244,908 |
| 2022 | $3,980,352 | $2,040,199 | $202,162 | $— | $6,222,712 |
| 2021 | $4,223,734 | $(633,177) | $(318,834) | $— | $3,271,723 |
| 2020 | $— | $1,196,089 | $465,014 | $— | $1,661,103 |
| Year | Average Year-End Fair Value of Equity Awards Granted During Year That Remained Unvested as of Last Day of Year for Non-PEO Named Executive Officers($) | Average Change in Fair Value from Last Day of Prior Year to Last Day of Year of Unvested Equity Awards for Non-PEO Named Executive Officers($) | Average Change in Fair Value from Last Day of Prior Year to Vesting Date of Unvested Equity Awards that Vested During Year for Non-PEO Named Executive Officers($) | Average Fair Value at Last Day of Prior Year of Equity Awards Forfeited During Year for Non-PEO Named Executive Officers($) | Total - Average Inclusion ofEquity Values for Non-PEO Named Executive Officers($) |
|---|---|---|---|---|---|
| 2023 | $47,325 | $(4,751) | $(62,945) | $— | $279,629 |
| 2022 | $696,562 | $445,526 | $32,692 | $— | $1,174,779 |
| 2021 | $933,383 | $(189,066) | $(62,070) | $— | $682,247 |
| 2020 | $280,546 | $216,787 | $110,896 | $(146,157) | $462,072 |
- The Peer Group Total Shareholder Return ("TSR") set forth in this table utilizes a group comprising publicly-traded companies in the money remittance and payment industries: MoneyGram, Euronet, Remitly and Western Union. This peer group is also utilized 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, 2023. The comparison assumes $100 was invested for the period
| 2024 Proxy Statement | 57 |
|---|
PROXY STATEMENT
PAY VERSUS PERFORMANCE
starting December 31, 2019, through the end of the listed year in the Company and in the Peer Group, respectively. For the Peer Group, TSR for MoneyGram was calculated through June 1, 2023, the day it became a private company. Historical stock performance is not necessarily indicative of future stock performance.
- Adjusted EBITDA is as defined and reconciled to the most directly comparable GAAP Measure in the "Non-GAAP Financial Measures" section of Item 7 in our Annual Report on Form 10-K for the year ended December 31, 2023 filed with the SEC on February 28, 2024. 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 Non-PEO NEOs in 2023 because this is the primary metric in our annual incentive program, a key input of adjusted EPS performance which is used in the PSU program and is the metric most strongly correlated to stock price performance. We may determine a different financial performance measure to be the most important financial performance measure in future years.
2023 Performance Measures
The following is a list of the most important performance measures used by the Company to link compensation actually paid to the named executive officers for 2023, to the Company’s performance:
Adjusted EBITDA; and
Adjusted Earnings Per Share - Basic
Description of Relationship Between PEO and Non-PEO Named Executive Officer Compensation Actually Paid and TSR
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 the Company’s cumulative TSR over the four most recently completed fiscal years. The chart also provides a comparison of the Company’s TSR and Peer Group TSR.
Description of Relationship Between PEO and Non-PEO Named Executive Officer 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 the Non-PEO, and our Net Income during the four most recently completed fiscal years.
| 58 | 2024 Proxy Statement |
PROXY STATEMENT
PAY VERSUS PERFORMANCE
Description of Relationship Between PEO and Non-PEO Named Executive Officer Compensation Actually Paid and Adjusted EBITDA
The following chart sets forth the relationship between Compensation Actually Paid to our PEO, the average of Compensation Actually Paid to the Non-PEOs, and Adjusted EBITDA over the four most recently completed fiscal years.
| 2024 Proxy Statement | 59 |
|---|
The text of this filing, as the company filed it with the SEC, without its images or exhibits. This is not investment advice.