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Pay vs Performance Disclosure - USD ($)
 3 Months Ended 9 Months Ended 12 Months Ended
Mar. 31, 2022
Dec. 31, 2022
Dec. 31, 2024
Dec. 31, 2023
Dec. 31, 2022
Dec. 31, 2021
Dec. 31, 2020
Pay vs Performance Disclosure              
Pay vs Performance Disclosure, Table    
 
 
 
 
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 executive compensation actually paid and the Company’s financial performance for the fiscal years listed below. You should refer to our Compensation Discussion and Analysis (“CD&A”) for a complete description of how executive compensation relates to Company performance and how the Compensation Committee makes its decisions.
The following table discloses information on “compensation actually paid” (“CAP”) to our principal executive officers (“PEOs”) and to our other NEOs on an average basis (“non-PEO NEOs”) during the specified years alongside total shareholder return (“TSR”) and net income metrics, as well as a Company-selected measure of Adjusted EBITDA, which is a non-GAAP measure. See Annex A of this Proxy Statement for a reconciliation of non-GAAP financial measures to our results as reported under GAAP.
The Company believes that Adjusted EBITDA is the most important financial metric in linking actual incentives earned by our NEOs to Company performance. The majority (60%) of target annual cash incentive award opportunities for our NEOs are tied to Adjusted EBITDA goals. The PSAs granted to the NEOs in Fiscal 2024 provided for the issuance of shares based on the level of attainment of cumulative Adjusted EBITDA over a three-year performance period (weighted 75%) and cumulative Adjusted EPS over the three-year performance period (a non-GAAP financial measure) (weighted 25%).
Pursuant to SEC rules, the TSR figures assume an initial investment of $100 on December 31, 2019. As permitted by SEC rules, the peer group referenced for purposes of the TSR comparison is the group of companies included in the Dow Jones US Business Training & Employment Agencies Index, which is the industry peer group used for purposes of Item 201(e) of Regulation S-K.
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Value of Initial Fixed $100
Investment Based On:
 
 
 
 
 
 
 
 
Year
(a)
 
 
Summary
Compensation
Table Total
for PEO –
Clark
($)(b)
 
 
Summary
Compensation
Table Total
for PEO –
Martins
($)(b)
 
 
Compensation
Actually
Paid to
PEO –
Clark
($)(c)
 
 
Compensation
Actually
Paid to
PEO –
Martins
($)(c)
 
 
Average
Summary
Compensation
Table
Total for
Non-PEO
NEOs
($)(d)(1)
 
 
Average
Compensation
Actually
Paid to
Non-PEO
NEOs
($)(e)(1)
 
 
Total
Share
holder
Return
($)(f))
 
 
Peer Group
Total
Shareholder
Return
($)(g)
 
 
Net Income
($)(h)
 
 
Company
Selected
Measure
Adjusted
EBITDA
($)(i)
 
 
2024(2)
 
 
N/A
 
 
3,541,144
 
 
N/A
 
 
1,466,865
 
 
944,232
 
 
440,337
 
 
156.28
 
 
91.71
 
 
(14,556,062)
 
 
49,073,400
 
 
2023(3)
 
 
N/A
 
 
3,511,756
 
 
N/A
 
 
1,516,035
 
 
1,133,823
 
 
335,914
 
 
196.70
 
 
95.97
 
 
72,630,799
 
 
144,420,693
 
 
2022(4)
 
 
483,840
 
 
3,285,738
 
 
(1,659,783)
 
 
4,131,136
 
 
1,585,715
 
 
1,636,920
 
 
230.84
 
 
97.12
 
 
188,460,809
 
 
301,716,323
 
 
2021(5)
 
 
4,446,758
 
 
N/A
 
 
17,863,020
 
 
N/A
 
 
1,446,211
 
 
3,577,462
 
 
240.83
 
 
142.34
 
 
132,002,036
 
 
162,053,021
 
 
2020(6)
 
 
4,126,562
 
 
N/A
 
 
3,401,723
 
 
N/A
 
 
1,311,344
 
 
1,138,485
 
 
77.06
 
 
105.21
 
 
(12,961,764)
 
 
36,321,949
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
(1)
The following non-PEO NEOs are included in the average figures shown in columns (d) and (e):
2024: William J. Burns, Susan E. Ball, Marc Krug, Phillip L. Noe, and Daniel J. White
2022 and 2023: William J. Burns, Susan E. Ball, Daniel J. White, and Marc Krug
2021: John A. Martins, William J. Burns, Susan E. Ball, and Buffy S. White
2020: William J. Burns, Susan E. Ball, Stephen A. Saville, and Buffy S. White
The methodology for calculating amounts presented in the columns “Compensation Actually Paid to PEO” and “Average Compensation Actually Paid to Non-PEO NEOs,” including details regarding the amounts that were deducted from, and added to, the Summary Compensation Table totals to arrive at the values presented for CAP, are provided in the below footnotes to the table.
 
 
 
 
 
 
 
 
 
 
Note (2) - 2024 Adjustments
 
 
PEO - Martins
($)
 
 
Average
non-PEO NEOs
($)
 
 
Deductions for Amounts Reported under the “Stock Awards” and “Option Awards” Columns in the Summary Compensation Table for Applicable FY
 
 
(2,406,269)
 
 
(397,710)
 
 
Increase based on ASC 718 Fair Value of Awards Granted during Applicable FY that Remain Unvested as of Applicable FY End, determined as of Applicable FY End
 
 
1,167,143
 
 
192,906
 
 
Increase based on ASC 718 Fair Value of Awards Granted during Applicable FY that Vested during Applicable FY, determined as of Vesting Date
 
 
—
 
 
—
 
 
Increase/deduction for Awards Granted during Prior FY that were Outstanding and Unvested as of Applicable FY End, determined based on change in ASC 718 Fair Value from Prior FY End to Applicable FY End
 
 
(663,279)
 
 
(129,491)
 
 
Increase/deduction for Awards Granted during Prior FY that Vested During Applicable FY, determined based on change in ASC 718 Fair Value from Prior FY End to Vesting Date
 
 
(171,874)
 
 
(85,614)
 
 
Deduction of ASC 718 Fair Value of Awards Granted during Prior FY that were Forfeited during Applicable FY, determined as of Prior FY End
 
 
—
 
 
(83,986)
 
 
Increase based on Dividends or Other Earnings Paid during Applicable FY prior to Vesting Date
 
 
—
 
 
—
 
 
Increase based on Incremental Fair Value of Options/SARs Modified during Applicable FY
 
 
—
 
 
—
 
 
Deduction for Change in the Actuarial Present Values reported under the “Change in Pension Value and Nonqualified Deferred Compensation Earnings” Column of the Summary Compensation Table for Applicable FY
 
 
—
 
 
—
 
 
Increase for Service Cost and, if applicable, Prior Service Cost for Pension Plans
 
 
—
 
 
—
 
 
Total Adjustments
 
 
(2,074,279)
 
 
(503,895)
 
 
Summary Compensation Table Total
 
 
3,541,144
 
 
—
 
 
Average Summary Compensation Table Total
 
 
—
 
 
944,232
 
 
Compensation Actually Paid
 
 
1,466,865
 
 
—
 
 
Average Compensation Actually Paid
 
 
—
 
 
440,337
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Note (3) - 2023 Adjustments
 
 
PEO - Martins
($)
 
 
Average
non-PEO NEOs
($)
 
 
Deductions for Amounts Reported under the “Stock Awards” and “Option Awards” Columns in the Summary Compensation Table for Applicable FY
 
 
(2,406,275)
 
 
(541,271)
 
 
Increase based on ASC 718 Fair Value of Awards Granted during Applicable FY that Remain Unvested as of Applicable FY End, determined as of Applicable FY End
 
 
1,525,483
 
 
343,145
 
 
Increase based on ASC 718 Fair Value of Awards Granted during Applicable FY that Vested during Applicable FY, determined as of Vesting Date
 
 
—
 
 
—
 
 
Increase/deduction for Awards Granted during Prior FY that were Outstanding and Unvested as of Applicable FY End, determined based on change in ASC 718 Fair Value from Prior FY End to Applicable FY End
 
 
(1,043,746)
 
 
(447,151)
 
 
Increase/deduction for Awards Granted during Prior FY that Vested During Applicable FY, determined based on change in ASC 718 Fair Value from Prior FY End to Vesting Date
 
 
(71,183)
 
 
(152,632)
 
 
Deduction of ASC 718 Fair Value of Awards Granted during Prior FY that were Forfeited during Applicable FY, determined as of Prior FY End
 
 
—
 
 
—
 
 
Increase based on Dividends or Other Earnings Paid during Applicable FY prior to Vesting Date
 
 
—
 
 
—
 
 
Increase based on Incremental Fair Value of Options/SARs Modified during Applicable FY
 
 
—
 
 
—
 
 
Deduction for Change in the Actuarial Present Values reported under the “Change in Pension Value and Nonqualified Deferred Compensation Earnings” Column of the Summary Compensation Table for Applicable FY
 
 
—
 
 
—
 
 
Increase for Service Cost and, if applicable, Prior Service Cost for Pension Plans
 
 
—
 
 
—
 
 
Total Adjustments
 
 
(1,995,721)
 
 
(797,909)
 
 
Summary Compensation Table Total
 
 
3,511,756
 
 
—
 
 
Average Summary Compensation Table Total
 
 
—
 
 
1,133,823
 
 
Compensation Actually Paid
 
 
1,516,035
 
 
—
 
 
Average Compensation Actually Paid
 
 
—
 
 
335,914
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Note (4) - 2022 Adjustments
 
 
PEO - Clark
($)
 
 
PEO - Martins
($)
 
 
Average
non-PEO NEOs
($)
 
 
Deductions for Amounts Reported under the “Stock Awards” and “Option Awards” Columns in the Summary Compensation Table for Applicable FY
 
 
(125,009)
 
 
(1,450,026)
 
 
(526,282)
 
 
Increase based on ASC 718 Fair Value of Awards Granted during Applicable FY that Remain Unvested as of Applicable FY End, determined as of Applicable FY End
 
 
191,331
 
 
2,355,724
 
 
865,732
 
 
Increase based on ASC 718 Fair Value of Awards Granted during Applicable FY that Vested during Applicable FY, determined as of Vesting Date
 
 
—
 
 
—
 
 
—
 
 
Increase/deduction for Awards Granted during Prior FY that were Outstanding and Unvested as of Applicable FY End, determined based on change in ASC 718 Fair Value from Prior FY End to Applicable FY End
 
 
(433,563)
 
 
(26,220)
 
 
(59,505)
 
 
Increase/deduction for Awards Granted during Prior FY that Vested During Applicable FY, determined based on change in ASC 718 Fair Value from Prior FY End to Vesting Date
 
 
(1,776,382)
 
 
(34,080)
 
 
(228,740)
 
 
Deduction of ASC 718 Fair Value of Awards Granted during Prior FY that were Forfeited during Applicable FY, determined as of Prior FY End
 
 
—
 
 
—
 
 
—
 
 
Increase based on Dividends or Other Earnings Paid during Applicable FY prior to Vesting Date
 
 
—
 
 
—
 
 
—
 
 
Increase based on Incremental Fair Value of Options/SARs Modified during Applicable FY
 
 
—
 
 
—
 
 
—
 
 
Deduction for Change in the Actuarial Present Values reported under the “Change in Pension Value and Nonqualified Deferred Compensation Earnings” Column of the Summary Compensation Table for Applicable FY
 
 
—
 
 
—
 
 
—
 
 
Increase for Service Cost and, if applicable, Prior Service Cost for Pension Plans
 
 
—
 
 
—
 
 
—
 
 
Total Adjustments
 
 
(2,143,623)
 
 
845,398
 
 
51,205
 
 
Summary Compensation Table Total
 
 
483,840
 
 
3,285,738
 
 
—
 
 
Average Summary Compensation Table Total
 
 
—
 
 
—
 
 
1,585,715
 
 
Compensation Actually Paid
 
 
(1,659,783)
 
 
4,131,136
 
 
—
 
 
Average Compensation Actually Paid
 
 
—
 
 
—
 
 
1,636,920
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Note (5) - 2021 Adjustments
 
 
PEO - Clark
($)
 
 
Average
non-PEO NEOs
($)
 
 
Deductions for Amounts Reported under the “Stock Awards” and “Option Awards” Columns in the Summary Compensation Table for Applicable FY
 
 
(2,268,758)
 
 
(432,826)
 
 
Increase based on ASC 718 Fair Value of Awards Granted during Applicable FY that Remain Unvested as of Applicable FY End, determined as of Applicable FY End
 
 
5,395,467
 
 
1,029,328
 
 
Increase based on ASC 718 Fair Value of Awards Granted during Applicable FY that Vested during Applicable FY, determined as of Vesting Date
 
 
—
 
 
—
 
 
Increase/deduction for Awards Granted during Prior FY that were Outstanding and Unvested as of Applicable FY End, determined based on change in ASC 718 Fair Value from Prior FY End to Applicable FY End
 
 
9,726,542
 
 
1,434,406
 
 
Increase/deduction for Awards Granted during Prior FY that Vested During Applicable FY, determined based on change in ASC 718 Fair Value from Prior FY End to Vesting Date
 
 
563,011
 
 
100,343
 
 
Deduction of ASC 718 Fair Value of Awards Granted during Prior FY that were Forfeited during Applicable FY, determined as of Prior FY End
 
 
—
 
 
—
 
 
Increase based on Dividends or Other Earnings Paid during Applicable FY prior to Vesting Date
 
 
—
 
 
—
 
 
Increase based on Incremental Fair Value of Options/SARs Modified during Applicable FY
 
 
—
 
 
—
 
 
Deduction for Change in the Actuarial Present Values reported under the “Change in Pension Value and Nonqualified Deferred Compensation Earnings” Column of the Summary Compensation Table for Applicable FY
 
 
—
 
 
—
 
 
Increase for Service Cost and, if applicable, Prior Service Cost for Pension Plans
 
 
—
 
 
—
 
 
Total Adjustments
 
 
13,416,262
 
 
2,131,251
 
 
Summary Compensation Table Total
 
 
4,446,758
 
 
—
 
 
Average Summary Compensation Table Total
 
 
—
 
 
1,446,211
 
 
Compensation Actually Paid
 
 
17,863,020
 
 
—
 
 
Average Compensation Actually Paid
 
 
—
 
 
3,577,462
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Note (6) - 2020 Adjustments
 
 
PEO - Clark
($)
 
 
Average
non-PEO NEOs
($)
 
 
Deductions for Amounts Reported under the “Stock Awards” and “Option Awards” Columns in the Summary Compensation Table for Applicable FY
 
 
(2,268,758)
 
 
(430,320)
 
 
Increase based on ASC 718 Fair Value of Awards Granted during Applicable FY that Remain Unvested as of Applicable FY End, determined as of Applicable FY End
 
 
2,558,209
 
 
485,221
 
 
Increase based on ASC 718 Fair Value of Awards Granted during Applicable FY that Vested during Applicable FY, determined as of Vesting Date
 
 
—
 
 
—
 
 
Increase/deduction for Awards Granted during Prior FY that were Outstanding and Unvested as of Applicable FY End, determined based on change in ASC 718 Fair Value from Prior FY End to Applicable FY End
 
 
(620,484)
 
 
(119,689)
 
 
Increase/deduction for Awards Granted during Prior FY that Vested During Applicable FY, determined based on change in ASC 718 Fair Value from Prior FY End to Vesting Date
 
 
(393,806)
 
 
(108,071)
 
 
Deduction of ASC 718 Fair Value of Awards Granted during Prior FY that were Forfeited during Applicable FY, determined as of Prior FY End
 
 
—
 
 
—
 
 
Increase based on Dividends or Other Earnings Paid during Applicable FY prior to Vesting Date
 
 
—
 
 
—
 
 
Increase based on Incremental Fair Value of Options/SARs Modified during Applicable FY
 
 
—
 
 
—
 
 
Deduction for Change in the Actuarial Present Values reported under the “Change in Pension Value and Nonqualified Deferred Compensation Earnings” Column of the Summary Compensation Table for Applicable FY
 
 
—
 
 
—
 
 
Increase for Service Cost and, if applicable, Prior Service Cost for Pension Plans
 
 
—
 
 
—
 
 
Total Adjustments
 
 
(724,839)
 
 
(172,859)
 
 
Summary Compensation Table Total
 
 
4,126,562
 
 
—
 
 
Average Summary Compensation Table Total
 
 
—
 
 
1,311,344
 
 
Compensation Actually Paid
 
 
3,401,723
 
 
—
 
 
Average Compensation Actually Paid
 
 
—
 
 
1,138,485
 
 
 
 
 
 
 
 
 
 
        
Company Selected Measure Name     Adjusted EBITDA        
Named Executive Officers, Footnote    
(1)
The following non-PEO NEOs are included in the average figures shown in columns (d) and (e):
2024: William J. Burns, Susan E. Ball, Marc Krug, Phillip L. Noe, and Daniel J. White
2022 and 2023: William J. Burns, Susan E. Ball, Daniel J. White, and Marc Krug
2021: John A. Martins, William J. Burns, Susan E. Ball, and Buffy S. White
2020: William J. Burns, Susan E. Ball, Stephen A. Saville, and Buffy S. White
       
Peer Group Issuers, Footnote    
Pursuant to SEC rules, the TSR figures assume an initial investment of $100 on December 31, 2019. As permitted by SEC rules, the peer group referenced for purposes of the TSR comparison is the group of companies included in the Dow Jones US Business Training & Employment Agencies Index, which is the industry peer group used for purposes of Item 201(e) of Regulation S-K.
       
Adjustment To PEO Compensation, Footnote    
The methodology for calculating amounts presented in the columns “Compensation Actually Paid to PEO” and “Average Compensation Actually Paid to Non-PEO NEOs,” including details regarding the amounts that were deducted from, and added to, the Summary Compensation Table totals to arrive at the values presented for CAP, are provided in the below footnotes to the table.
 
 
 
 
 
 
 
 
 
 
Note (2) - 2024 Adjustments
 
 
PEO - Martins
($)
 
 
Average
non-PEO NEOs
($)
 
 
Deductions for Amounts Reported under the “Stock Awards” and “Option Awards” Columns in the Summary Compensation Table for Applicable FY
 
 
(2,406,269)
 
 
(397,710)
 
 
Increase based on ASC 718 Fair Value of Awards Granted during Applicable FY that Remain Unvested as of Applicable FY End, determined as of Applicable FY End
 
 
1,167,143
 
 
192,906
 
 
Increase based on ASC 718 Fair Value of Awards Granted during Applicable FY that Vested during Applicable FY, determined as of Vesting Date
 
 
—
 
 
—
 
 
Increase/deduction for Awards Granted during Prior FY that were Outstanding and Unvested as of Applicable FY End, determined based on change in ASC 718 Fair Value from Prior FY End to Applicable FY End
 
 
(663,279)
 
 
(129,491)
 
 
Increase/deduction for Awards Granted during Prior FY that Vested During Applicable FY, determined based on change in ASC 718 Fair Value from Prior FY End to Vesting Date
 
 
(171,874)
 
 
(85,614)
 
 
Deduction of ASC 718 Fair Value of Awards Granted during Prior FY that were Forfeited during Applicable FY, determined as of Prior FY End
 
 
—
 
 
(83,986)
 
 
Increase based on Dividends or Other Earnings Paid during Applicable FY prior to Vesting Date
 
 
—
 
 
—
 
 
Increase based on Incremental Fair Value of Options/SARs Modified during Applicable FY
 
 
—
 
 
—
 
 
Deduction for Change in the Actuarial Present Values reported under the “Change in Pension Value and Nonqualified Deferred Compensation Earnings” Column of the Summary Compensation Table for Applicable FY
 
 
—
 
 
—
 
 
Increase for Service Cost and, if applicable, Prior Service Cost for Pension Plans
 
 
—
 
 
—
 
 
Total Adjustments
 
 
(2,074,279)
 
 
(503,895)
 
 
Summary Compensation Table Total
 
 
3,541,144
 
 
—
 
 
Average Summary Compensation Table Total
 
 
—
 
 
944,232
 
 
Compensation Actually Paid
 
 
1,466,865
 
 
—
 
 
Average Compensation Actually Paid
 
 
—
 
 
440,337
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Note (3) - 2023 Adjustments
 
 
PEO - Martins
($)
 
 
Average
non-PEO NEOs
($)
 
 
Deductions for Amounts Reported under the “Stock Awards” and “Option Awards” Columns in the Summary Compensation Table for Applicable FY
 
 
(2,406,275)
 
 
(541,271)
 
 
Increase based on ASC 718 Fair Value of Awards Granted during Applicable FY that Remain Unvested as of Applicable FY End, determined as of Applicable FY End
 
 
1,525,483
 
 
343,145
 
 
Increase based on ASC 718 Fair Value of Awards Granted during Applicable FY that Vested during Applicable FY, determined as of Vesting Date
 
 
—
 
 
—
 
 
Increase/deduction for Awards Granted during Prior FY that were Outstanding and Unvested as of Applicable FY End, determined based on change in ASC 718 Fair Value from Prior FY End to Applicable FY End
 
 
(1,043,746)
 
 
(447,151)
 
 
Increase/deduction for Awards Granted during Prior FY that Vested During Applicable FY, determined based on change in ASC 718 Fair Value from Prior FY End to Vesting Date
 
 
(71,183)
 
 
(152,632)
 
 
Deduction of ASC 718 Fair Value of Awards Granted during Prior FY that were Forfeited during Applicable FY, determined as of Prior FY End
 
 
—
 
 
—
 
 
Increase based on Dividends or Other Earnings Paid during Applicable FY prior to Vesting Date
 
 
—
 
 
—
 
 
Increase based on Incremental Fair Value of Options/SARs Modified during Applicable FY
 
 
—
 
 
—
 
 
Deduction for Change in the Actuarial Present Values reported under the “Change in Pension Value and Nonqualified Deferred Compensation Earnings” Column of the Summary Compensation Table for Applicable FY
 
 
—
 
 
—
 
 
Increase for Service Cost and, if applicable, Prior Service Cost for Pension Plans
 
 
—
 
 
—
 
 
Total Adjustments
 
 
(1,995,721)
 
 
(797,909)
 
 
Summary Compensation Table Total
 
 
3,511,756
 
 
—
 
 
Average Summary Compensation Table Total
 
 
—
 
 
1,133,823
 
 
Compensation Actually Paid
 
 
1,516,035
 
 
—
 
 
Average Compensation Actually Paid
 
 
—
 
 
335,914
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Note (4) - 2022 Adjustments
 
 
PEO - Clark
($)
 
 
PEO - Martins
($)
 
 
Average
non-PEO NEOs
($)
 
 
Deductions for Amounts Reported under the “Stock Awards” and “Option Awards” Columns in the Summary Compensation Table for Applicable FY
 
 
(125,009)
 
 
(1,450,026)
 
 
(526,282)
 
 
Increase based on ASC 718 Fair Value of Awards Granted during Applicable FY that Remain Unvested as of Applicable FY End, determined as of Applicable FY End
 
 
191,331
 
 
2,355,724
 
 
865,732
 
 
Increase based on ASC 718 Fair Value of Awards Granted during Applicable FY that Vested during Applicable FY, determined as of Vesting Date
 
 
—
 
 
—
 
 
—
 
 
Increase/deduction for Awards Granted during Prior FY that were Outstanding and Unvested as of Applicable FY End, determined based on change in ASC 718 Fair Value from Prior FY End to Applicable FY End
 
 
(433,563)
 
 
(26,220)
 
 
(59,505)
 
 
Increase/deduction for Awards Granted during Prior FY that Vested During Applicable FY, determined based on change in ASC 718 Fair Value from Prior FY End to Vesting Date
 
 
(1,776,382)
 
 
(34,080)
 
 
(228,740)
 
 
Deduction of ASC 718 Fair Value of Awards Granted during Prior FY that were Forfeited during Applicable FY, determined as of Prior FY End
 
 
—
 
 
—
 
 
—
 
 
Increase based on Dividends or Other Earnings Paid during Applicable FY prior to Vesting Date
 
 
—
 
 
—
 
 
—
 
 
Increase based on Incremental Fair Value of Options/SARs Modified during Applicable FY
 
 
—
 
 
—
 
 
—
 
 
Deduction for Change in the Actuarial Present Values reported under the “Change in Pension Value and Nonqualified Deferred Compensation Earnings” Column of the Summary Compensation Table for Applicable FY
 
 
—
 
 
—
 
 
—
 
 
Increase for Service Cost and, if applicable, Prior Service Cost for Pension Plans
 
 
—
 
 
—
 
 
—
 
 
Total Adjustments
 
 
(2,143,623)
 
 
845,398
 
 
51,205
 
 
Summary Compensation Table Total
 
 
483,840
 
 
3,285,738
 
 
—
 
 
Average Summary Compensation Table Total
 
 
—
 
 
—
 
 
1,585,715
 
 
Compensation Actually Paid
 
 
(1,659,783)
 
 
4,131,136
 
 
—
 
 
Average Compensation Actually Paid
 
 
—
 
 
—
 
 
1,636,920
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Note (5) - 2021 Adjustments
 
 
PEO - Clark
($)
 
 
Average
non-PEO NEOs
($)
 
 
Deductions for Amounts Reported under the “Stock Awards” and “Option Awards” Columns in the Summary Compensation Table for Applicable FY
 
 
(2,268,758)
 
 
(432,826)
 
 
Increase based on ASC 718 Fair Value of Awards Granted during Applicable FY that Remain Unvested as of Applicable FY End, determined as of Applicable FY End
 
 
5,395,467
 
 
1,029,328
 
 
Increase based on ASC 718 Fair Value of Awards Granted during Applicable FY that Vested during Applicable FY, determined as of Vesting Date
 
 
—
 
 
—
 
 
Increase/deduction for Awards Granted during Prior FY that were Outstanding and Unvested as of Applicable FY End, determined based on change in ASC 718 Fair Value from Prior FY End to Applicable FY End
 
 
9,726,542
 
 
1,434,406
 
 
Increase/deduction for Awards Granted during Prior FY that Vested During Applicable FY, determined based on change in ASC 718 Fair Value from Prior FY End to Vesting Date
 
 
563,011
 
 
100,343
 
 
Deduction of ASC 718 Fair Value of Awards Granted during Prior FY that were Forfeited during Applicable FY, determined as of Prior FY End
 
 
—
 
 
—
 
 
Increase based on Dividends or Other Earnings Paid during Applicable FY prior to Vesting Date
 
 
—
 
 
—
 
 
Increase based on Incremental Fair Value of Options/SARs Modified during Applicable FY
 
 
—
 
 
—
 
 
Deduction for Change in the Actuarial Present Values reported under the “Change in Pension Value and Nonqualified Deferred Compensation Earnings” Column of the Summary Compensation Table for Applicable FY
 
 
—
 
 
—
 
 
Increase for Service Cost and, if applicable, Prior Service Cost for Pension Plans
 
 
—
 
 
—
 
 
Total Adjustments
 
 
13,416,262
 
 
2,131,251
 
 
Summary Compensation Table Total
 
 
4,446,758
 
 
—
 
 
Average Summary Compensation Table Total
 
 
—
 
 
1,446,211
 
 
Compensation Actually Paid
 
 
17,863,020
 
 
—
 
 
Average Compensation Actually Paid
 
 
—
 
 
3,577,462
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Note (6) - 2020 Adjustments
 
 
PEO - Clark
($)
 
 
Average
non-PEO NEOs
($)
 
 
Deductions for Amounts Reported under the “Stock Awards” and “Option Awards” Columns in the Summary Compensation Table for Applicable FY
 
 
(2,268,758)
 
 
(430,320)
 
 
Increase based on ASC 718 Fair Value of Awards Granted during Applicable FY that Remain Unvested as of Applicable FY End, determined as of Applicable FY End
 
 
2,558,209
 
 
485,221
 
 
Increase based on ASC 718 Fair Value of Awards Granted during Applicable FY that Vested during Applicable FY, determined as of Vesting Date
 
 
—
 
 
—
 
 
Increase/deduction for Awards Granted during Prior FY that were Outstanding and Unvested as of Applicable FY End, determined based on change in ASC 718 Fair Value from Prior FY End to Applicable FY End
 
 
(620,484)
 
 
(119,689)
 
 
Increase/deduction for Awards Granted during Prior FY that Vested During Applicable FY, determined based on change in ASC 718 Fair Value from Prior FY End to Vesting Date
 
 
(393,806)
 
 
(108,071)
 
 
Deduction of ASC 718 Fair Value of Awards Granted during Prior FY that were Forfeited during Applicable FY, determined as of Prior FY End
 
 
—
 
 
—
 
 
Increase based on Dividends or Other Earnings Paid during Applicable FY prior to Vesting Date
 
 
—
 
 
—
 
 
Increase based on Incremental Fair Value of Options/SARs Modified during Applicable FY
 
 
—
 
 
—
 
 
Deduction for Change in the Actuarial Present Values reported under the “Change in Pension Value and Nonqualified Deferred Compensation Earnings” Column of the Summary Compensation Table for Applicable FY
 
 
—
 
 
—
 
 
Increase for Service Cost and, if applicable, Prior Service Cost for Pension Plans
 
 
—
 
 
—
 
 
Total Adjustments
 
 
(724,839)
 
 
(172,859)
 
 
Summary Compensation Table Total
 
 
4,126,562
 
 
—
 
 
Average Summary Compensation Table Total
 
 
—
 
 
1,311,344
 
 
Compensation Actually Paid
 
 
3,401,723
 
 
—
 
 
Average Compensation Actually Paid
 
 
—
 
 
1,138,485
 
 
 
 
 
 
 
 
 
 
        
Non-PEO NEO Average Total Compensation Amount     $ 944,232 $ 1,133,823 $ 1,585,715 $ 1,446,211 $ 1,311,344
Non-PEO NEO Average Compensation Actually Paid Amount     $ 440,337 335,914 1,636,920 3,577,462 1,138,485
Adjustment to Non-PEO NEO Compensation Footnote    
The methodology for calculating amounts presented in the columns “Compensation Actually Paid to PEO” and “Average Compensation Actually Paid to Non-PEO NEOs,” including details regarding the amounts that were deducted from, and added to, the Summary Compensation Table totals to arrive at the values presented for CAP, are provided in the below footnotes to the table.
 
 
 
 
 
 
 
 
 
 
Note (2) - 2024 Adjustments
 
 
PEO - Martins
($)
 
 
Average
non-PEO NEOs
($)
 
 
Deductions for Amounts Reported under the “Stock Awards” and “Option Awards” Columns in the Summary Compensation Table for Applicable FY
 
 
(2,406,269)
 
 
(397,710)
 
 
Increase based on ASC 718 Fair Value of Awards Granted during Applicable FY that Remain Unvested as of Applicable FY End, determined as of Applicable FY End
 
 
1,167,143
 
 
192,906
 
 
Increase based on ASC 718 Fair Value of Awards Granted during Applicable FY that Vested during Applicable FY, determined as of Vesting Date
 
 
—
 
 
—
 
 
Increase/deduction for Awards Granted during Prior FY that were Outstanding and Unvested as of Applicable FY End, determined based on change in ASC 718 Fair Value from Prior FY End to Applicable FY End
 
 
(663,279)
 
 
(129,491)
 
 
Increase/deduction for Awards Granted during Prior FY that Vested During Applicable FY, determined based on change in ASC 718 Fair Value from Prior FY End to Vesting Date
 
 
(171,874)
 
 
(85,614)
 
 
Deduction of ASC 718 Fair Value of Awards Granted during Prior FY that were Forfeited during Applicable FY, determined as of Prior FY End
 
 
—
 
 
(83,986)
 
 
Increase based on Dividends or Other Earnings Paid during Applicable FY prior to Vesting Date
 
 
—
 
 
—
 
 
Increase based on Incremental Fair Value of Options/SARs Modified during Applicable FY
 
 
—
 
 
—
 
 
Deduction for Change in the Actuarial Present Values reported under the “Change in Pension Value and Nonqualified Deferred Compensation Earnings” Column of the Summary Compensation Table for Applicable FY
 
 
—
 
 
—
 
 
Increase for Service Cost and, if applicable, Prior Service Cost for Pension Plans
 
 
—
 
 
—
 
 
Total Adjustments
 
 
(2,074,279)
 
 
(503,895)
 
 
Summary Compensation Table Total
 
 
3,541,144
 
 
—
 
 
Average Summary Compensation Table Total
 
 
—
 
 
944,232
 
 
Compensation Actually Paid
 
 
1,466,865
 
 
—
 
 
Average Compensation Actually Paid
 
 
—
 
 
440,337
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Note (3) - 2023 Adjustments
 
 
PEO - Martins
($)
 
 
Average
non-PEO NEOs
($)
 
 
Deductions for Amounts Reported under the “Stock Awards” and “Option Awards” Columns in the Summary Compensation Table for Applicable FY
 
 
(2,406,275)
 
 
(541,271)
 
 
Increase based on ASC 718 Fair Value of Awards Granted during Applicable FY that Remain Unvested as of Applicable FY End, determined as of Applicable FY End
 
 
1,525,483
 
 
343,145
 
 
Increase based on ASC 718 Fair Value of Awards Granted during Applicable FY that Vested during Applicable FY, determined as of Vesting Date
 
 
—
 
 
—
 
 
Increase/deduction for Awards Granted during Prior FY that were Outstanding and Unvested as of Applicable FY End, determined based on change in ASC 718 Fair Value from Prior FY End to Applicable FY End
 
 
(1,043,746)
 
 
(447,151)
 
 
Increase/deduction for Awards Granted during Prior FY that Vested During Applicable FY, determined based on change in ASC 718 Fair Value from Prior FY End to Vesting Date
 
 
(71,183)
 
 
(152,632)
 
 
Deduction of ASC 718 Fair Value of Awards Granted during Prior FY that were Forfeited during Applicable FY, determined as of Prior FY End
 
 
—
 
 
—
 
 
Increase based on Dividends or Other Earnings Paid during Applicable FY prior to Vesting Date
 
 
—
 
 
—
 
 
Increase based on Incremental Fair Value of Options/SARs Modified during Applicable FY
 
 
—
 
 
—
 
 
Deduction for Change in the Actuarial Present Values reported under the “Change in Pension Value and Nonqualified Deferred Compensation Earnings” Column of the Summary Compensation Table for Applicable FY
 
 
—
 
 
—
 
 
Increase for Service Cost and, if applicable, Prior Service Cost for Pension Plans
 
 
—
 
 
—
 
 
Total Adjustments
 
 
(1,995,721)
 
 
(797,909)
 
 
Summary Compensation Table Total
 
 
3,511,756
 
 
—
 
 
Average Summary Compensation Table Total
 
 
—
 
 
1,133,823
 
 
Compensation Actually Paid
 
 
1,516,035
 
 
—
 
 
Average Compensation Actually Paid
 
 
—
 
 
335,914
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Note (4) - 2022 Adjustments
 
 
PEO - Clark
($)
 
 
PEO - Martins
($)
 
 
Average
non-PEO NEOs
($)
 
 
Deductions for Amounts Reported under the “Stock Awards” and “Option Awards” Columns in the Summary Compensation Table for Applicable FY
 
 
(125,009)
 
 
(1,450,026)
 
 
(526,282)
 
 
Increase based on ASC 718 Fair Value of Awards Granted during Applicable FY that Remain Unvested as of Applicable FY End, determined as of Applicable FY End
 
 
191,331
 
 
2,355,724
 
 
865,732
 
 
Increase based on ASC 718 Fair Value of Awards Granted during Applicable FY that Vested during Applicable FY, determined as of Vesting Date
 
 
—
 
 
—
 
 
—
 
 
Increase/deduction for Awards Granted during Prior FY that were Outstanding and Unvested as of Applicable FY End, determined based on change in ASC 718 Fair Value from Prior FY End to Applicable FY End
 
 
(433,563)
 
 
(26,220)
 
 
(59,505)
 
 
Increase/deduction for Awards Granted during Prior FY that Vested During Applicable FY, determined based on change in ASC 718 Fair Value from Prior FY End to Vesting Date
 
 
(1,776,382)
 
 
(34,080)
 
 
(228,740)
 
 
Deduction of ASC 718 Fair Value of Awards Granted during Prior FY that were Forfeited during Applicable FY, determined as of Prior FY End
 
 
—
 
 
—
 
 
—
 
 
Increase based on Dividends or Other Earnings Paid during Applicable FY prior to Vesting Date
 
 
—
 
 
—
 
 
—
 
 
Increase based on Incremental Fair Value of Options/SARs Modified during Applicable FY
 
 
—
 
 
—
 
 
—
 
 
Deduction for Change in the Actuarial Present Values reported under the “Change in Pension Value and Nonqualified Deferred Compensation Earnings” Column of the Summary Compensation Table for Applicable FY
 
 
—
 
 
—
 
 
—
 
 
Increase for Service Cost and, if applicable, Prior Service Cost for Pension Plans
 
 
—
 
 
—
 
 
—
 
 
Total Adjustments
 
 
(2,143,623)
 
 
845,398
 
 
51,205
 
 
Summary Compensation Table Total
 
 
483,840
 
 
3,285,738
 
 
—
 
 
Average Summary Compensation Table Total
 
 
—
 
 
—
 
 
1,585,715
 
 
Compensation Actually Paid
 
 
(1,659,783)
 
 
4,131,136
 
 
—
 
 
Average Compensation Actually Paid
 
 
—
 
 
—
 
 
1,636,920
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Note (5) - 2021 Adjustments
 
 
PEO - Clark
($)
 
 
Average
non-PEO NEOs
($)
 
 
Deductions for Amounts Reported under the “Stock Awards” and “Option Awards” Columns in the Summary Compensation Table for Applicable FY
 
 
(2,268,758)
 
 
(432,826)
 
 
Increase based on ASC 718 Fair Value of Awards Granted during Applicable FY that Remain Unvested as of Applicable FY End, determined as of Applicable FY End
 
 
5,395,467
 
 
1,029,328
 
 
Increase based on ASC 718 Fair Value of Awards Granted during Applicable FY that Vested during Applicable FY, determined as of Vesting Date
 
 
—
 
 
—
 
 
Increase/deduction for Awards Granted during Prior FY that were Outstanding and Unvested as of Applicable FY End, determined based on change in ASC 718 Fair Value from Prior FY End to Applicable FY End
 
 
9,726,542
 
 
1,434,406
 
 
Increase/deduction for Awards Granted during Prior FY that Vested During Applicable FY, determined based on change in ASC 718 Fair Value from Prior FY End to Vesting Date
 
 
563,011
 
 
100,343
 
 
Deduction of ASC 718 Fair Value of Awards Granted during Prior FY that were Forfeited during Applicable FY, determined as of Prior FY End
 
 
—
 
 
—
 
 
Increase based on Dividends or Other Earnings Paid during Applicable FY prior to Vesting Date
 
 
—
 
 
—
 
 
Increase based on Incremental Fair Value of Options/SARs Modified during Applicable FY
 
 
—
 
 
—
 
 
Deduction for Change in the Actuarial Present Values reported under the “Change in Pension Value and Nonqualified Deferred Compensation Earnings” Column of the Summary Compensation Table for Applicable FY
 
 
—
 
 
—
 
 
Increase for Service Cost and, if applicable, Prior Service Cost for Pension Plans
 
 
—
 
 
—
 
 
Total Adjustments
 
 
13,416,262
 
 
2,131,251
 
 
Summary Compensation Table Total
 
 
4,446,758
 
 
—
 
 
Average Summary Compensation Table Total
 
 
—
 
 
1,446,211
 
 
Compensation Actually Paid
 
 
17,863,020
 
 
—
 
 
Average Compensation Actually Paid
 
 
—
 
 
3,577,462
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Note (6) - 2020 Adjustments
 
 
PEO - Clark
($)
 
 
Average
non-PEO NEOs
($)
 
 
Deductions for Amounts Reported under the “Stock Awards” and “Option Awards” Columns in the Summary Compensation Table for Applicable FY
 
 
(2,268,758)
 
 
(430,320)
 
 
Increase based on ASC 718 Fair Value of Awards Granted during Applicable FY that Remain Unvested as of Applicable FY End, determined as of Applicable FY End
 
 
2,558,209
 
 
485,221
 
 
Increase based on ASC 718 Fair Value of Awards Granted during Applicable FY that Vested during Applicable FY, determined as of Vesting Date
 
 
—
 
 
—
 
 
Increase/deduction for Awards Granted during Prior FY that were Outstanding and Unvested as of Applicable FY End, determined based on change in ASC 718 Fair Value from Prior FY End to Applicable FY End
 
 
(620,484)
 
 
(119,689)
 
 
Increase/deduction for Awards Granted during Prior FY that Vested During Applicable FY, determined based on change in ASC 718 Fair Value from Prior FY End to Vesting Date
 
 
(393,806)
 
 
(108,071)
 
 
Deduction of ASC 718 Fair Value of Awards Granted during Prior FY that were Forfeited during Applicable FY, determined as of Prior FY End
 
 
—
 
 
—
 
 
Increase based on Dividends or Other Earnings Paid during Applicable FY prior to Vesting Date
 
 
—
 
 
—
 
 
Increase based on Incremental Fair Value of Options/SARs Modified during Applicable FY
 
 
—
 
 
—
 
 
Deduction for Change in the Actuarial Present Values reported under the “Change in Pension Value and Nonqualified Deferred Compensation Earnings” Column of the Summary Compensation Table for Applicable FY
 
 
—
 
 
—
 
 
Increase for Service Cost and, if applicable, Prior Service Cost for Pension Plans
 
 
—
 
 
—
 
 
Total Adjustments
 
 
(724,839)
 
 
(172,859)
 
 
Summary Compensation Table Total
 
 
4,126,562
 
 
—
 
 
Average Summary Compensation Table Total
 
 
—
 
 
1,311,344
 
 
Compensation Actually Paid
 
 
3,401,723
 
 
—
 
 
Average Compensation Actually Paid
 
 
—
 
 
1,138,485
 
 
 
 
 
 
 
 
 
 
        
Compensation Actually Paid vs. Total Shareholder Return    
In Fiscal 2022, the PEO compensation included two PEOs, Mr. Clark, who retired on March 31, 2022, and Mr. Martins, who was appointed as PEO on March 31, 2022. Mr. Clark transitioned to the role of Chairman of the Board. As a result, his compensation includes the grant he was awarded on June 1, 2022 as a member of the Board.
       
Compensation Actually Paid vs. Net Income            
Compensation Actually Paid vs. Company Selected Measure    
Compensation of the PEO and non-PEO NEOs includes long-term incentive awards, of which a certain percentage, ranging from 33% in Fiscal 2020 to 50% in Fiscal 2024, are tied to the future performance of the Company, including Adjusted EBITDA.
       
Total Shareholder Return Vs Peer Group    
Total Shareholder return in the above chart, in the case of both the Company and the Dow Jones US Business Training & Employment Agencies Index as noted in the Pay versus Performance table, reflects the cumulative return of $100 as if invested on December 31, 2019.
       
Tabular List, Table    
As required, below is an unranked list of the most important measures used by the Company to link compensation actually paid to all our NEOs, including the PEO, to Company performance for Fiscal 2024. For further information regarding these performance metrics and their function in our executive compensation program, please see “Compensation Discussion and Analysis.”
 
 
 
 
2024 Most Important Measures (Unranked)
 
Revenue
 Adjusted EBITDA 
Adjusted EPS
       
Total Shareholder Return Amount     $ 156.28 196.7 230.84 240.83 77.06
Peer Group Total Shareholder Return Amount     91.71 95.97 97.12 142.34 105.21
Net Income (Loss)     $ (14,556,062) $ 72,630,799 $ 188,460,809 $ 132,002,036 $ (12,961,764)
Company Selected Measure Amount     49,073,400 144,420,693 301,716,323 162,053,021 36,321,949
PEO Name Clark Martins Martins Martins   Clark Clark
Measure:: 1              
Pay vs Performance Disclosure              
Name     Revenue        
Measure:: 2              
Pay vs Performance Disclosure              
Name     Adjusted EBITDA        
Non-GAAP Measure Description    
The following table discloses information on “compensation actually paid” (“CAP”) to our principal executive officers (“PEOs”) and to our other NEOs on an average basis (“non-PEO NEOs”) during the specified years alongside total shareholder return (“TSR”) and net income metrics, as well as a Company-selected measure of Adjusted EBITDA, which is a non-GAAP measure. See Annex A of this Proxy Statement for a reconciliation of non-GAAP financial measures to our results as reported under GAAP.
The Company believes that Adjusted EBITDA is the most important financial metric in linking actual incentives earned by our NEOs to Company performance. The majority (60%) of target annual cash incentive award opportunities for our NEOs are tied to Adjusted EBITDA goals. The PSAs granted to the NEOs in Fiscal 2024 provided for the issuance of shares based on the level of attainment of cumulative Adjusted EBITDA over a three-year performance period (weighted 75%) and cumulative Adjusted EPS over the three-year performance period (a non-GAAP financial measure) (weighted 25%).
       
Measure:: 3              
Pay vs Performance Disclosure              
Name     Adjusted EPS        
Martins [Member]              
Pay vs Performance Disclosure              
PEO Total Compensation Amount     $ 3,541,144 $ 3,511,756 $ 3,285,738    
PEO Actually Paid Compensation Amount     1,466,865 1,516,035 4,131,136    
Clark [Member]              
Pay vs Performance Disclosure              
PEO Total Compensation Amount         483,840 $ 4,446,758 $ 4,126,562
PEO Actually Paid Compensation Amount         (1,659,783) 17,863,020 3,401,723
PEO | Martins [Member]              
Pay vs Performance Disclosure              
Adjustment to Compensation, Amount     (2,074,279) (1,995,721) 845,398    
PEO | Martins [Member] | Aggregate Change in Present Value of Accumulated Benefit for All Pension Plans Reported in Summary Compensation Table              
Pay vs Performance Disclosure              
Adjustment to Compensation, Amount     0 0 0    
PEO | Martins [Member] | Aggregate Pension Adjustments Service Cost              
Pay vs Performance Disclosure              
Adjustment to Compensation, Amount     0 0 0    
PEO | Martins [Member] | Aggregate Grant Date Fair Value of Equity Award Amounts Reported in Summary Compensation Table              
Pay vs Performance Disclosure              
Adjustment to Compensation, Amount     (2,406,269) (2,406,275) (1,450,026)    
PEO | Martins [Member] | Year-end Fair Value of Equity Awards Granted in Covered Year that are Outstanding and Unvested              
Pay vs Performance Disclosure              
Adjustment to Compensation, Amount     1,167,143 1,525,483 2,355,724    
PEO | Martins [Member] | Year-over-Year Change in Fair Value of Equity Awards Granted in Prior Years That are Outstanding and Unvested              
Pay vs Performance Disclosure              
Adjustment to Compensation, Amount     (663,279) (1,043,746) (26,220)    
PEO | Martins [Member] | Vesting Date Fair Value of Equity Awards Granted and Vested in Covered Year              
Pay vs Performance Disclosure              
Adjustment to Compensation, Amount     0 0 0    
PEO | Martins [Member] | Change in Fair Value as of Vesting Date of Prior Year Equity Awards Vested in Covered Year              
Pay vs Performance Disclosure              
Adjustment to Compensation, Amount     (171,874) (71,183) (34,080)    
PEO | Martins [Member] | Prior Year End Fair Value of Equity Awards Granted in Any Prior Year that Fail to Meet Applicable Vesting Conditions During Covered Year              
Pay vs Performance Disclosure              
Adjustment to Compensation, Amount     0 0 0    
PEO | Martins [Member] | Dividends or Other Earnings Paid on Equity Awards not Otherwise Reflected in Total Compensation for Covered Year              
Pay vs Performance Disclosure              
Adjustment to Compensation, Amount     0 0 0    
PEO | Martins [Member] | Incremental Fair Value of Options/SARs Modified during Applicable FY [Member]              
Pay vs Performance Disclosure              
Adjustment to Compensation, Amount     0 0 0    
PEO | Clark [Member]              
Pay vs Performance Disclosure              
Adjustment to Compensation, Amount         (2,143,623) 13,416,262 (724,839)
PEO | Clark [Member] | Aggregate Change in Present Value of Accumulated Benefit for All Pension Plans Reported in Summary Compensation Table              
Pay vs Performance Disclosure              
Adjustment to Compensation, Amount         0 0 0
PEO | Clark [Member] | Aggregate Pension Adjustments Service Cost              
Pay vs Performance Disclosure              
Adjustment to Compensation, Amount         0 0 0
PEO | Clark [Member] | Aggregate Grant Date Fair Value of Equity Award Amounts Reported in Summary Compensation Table              
Pay vs Performance Disclosure              
Adjustment to Compensation, Amount         (125,009) (2,268,758) (2,268,758)
PEO | Clark [Member] | Year-end Fair Value of Equity Awards Granted in Covered Year that are Outstanding and Unvested              
Pay vs Performance Disclosure              
Adjustment to Compensation, Amount         191,331 5,395,467 2,558,209
PEO | Clark [Member] | Year-over-Year Change in Fair Value of Equity Awards Granted in Prior Years That are Outstanding and Unvested              
Pay vs Performance Disclosure              
Adjustment to Compensation, Amount         (433,563) 9,726,542 (620,484)
PEO | Clark [Member] | Vesting Date Fair Value of Equity Awards Granted and Vested in Covered Year              
Pay vs Performance Disclosure              
Adjustment to Compensation, Amount         0 0 0
PEO | Clark [Member] | Change in Fair Value as of Vesting Date of Prior Year Equity Awards Vested in Covered Year              
Pay vs Performance Disclosure              
Adjustment to Compensation, Amount         (1,776,382) 563,011 (393,806)
PEO | Clark [Member] | Prior Year End Fair Value of Equity Awards Granted in Any Prior Year that Fail to Meet Applicable Vesting Conditions During Covered Year              
Pay vs Performance Disclosure              
Adjustment to Compensation, Amount         0 0 0
PEO | Clark [Member] | Dividends or Other Earnings Paid on Equity Awards not Otherwise Reflected in Total Compensation for Covered Year              
Pay vs Performance Disclosure              
Adjustment to Compensation, Amount         0 0 0
PEO | Clark [Member] | Incremental Fair Value of Options/SARs Modified during Applicable FY [Member]              
Pay vs Performance Disclosure              
Adjustment to Compensation, Amount         0 0 0
Non-PEO NEO              
Pay vs Performance Disclosure              
Adjustment to Compensation, Amount     (503,895) (797,909) 51,205 2,131,251 (172,859)
Non-PEO NEO | Aggregate Change in Present Value of Accumulated Benefit for All Pension Plans Reported in Summary Compensation Table              
Pay vs Performance Disclosure              
Adjustment to Compensation, Amount     0 0 0 0 0
Non-PEO NEO | Aggregate Pension Adjustments Service Cost              
Pay vs Performance Disclosure              
Adjustment to Compensation, Amount     0 0 0 0 0
Non-PEO NEO | Aggregate Grant Date Fair Value of Equity Award Amounts Reported in Summary Compensation Table              
Pay vs Performance Disclosure              
Adjustment to Compensation, Amount     (397,710) (541,271) (526,282) (432,826) (430,320)
Non-PEO NEO | Year-end Fair Value of Equity Awards Granted in Covered Year that are Outstanding and Unvested              
Pay vs Performance Disclosure              
Adjustment to Compensation, Amount     192,906 343,145 865,732 1,029,328 485,221
Non-PEO NEO | Year-over-Year Change in Fair Value of Equity Awards Granted in Prior Years That are Outstanding and Unvested              
Pay vs Performance Disclosure              
Adjustment to Compensation, Amount     (129,491) (447,151) (59,505) 1,434,406 (119,689)
Non-PEO NEO | Vesting Date Fair Value of Equity Awards Granted and Vested in Covered Year              
Pay vs Performance Disclosure              
Adjustment to Compensation, Amount     0 0 0 0 0
Non-PEO NEO | Change in Fair Value as of Vesting Date of Prior Year Equity Awards Vested in Covered Year              
Pay vs Performance Disclosure              
Adjustment to Compensation, Amount     (85,614) (152,632) (228,740) 100,343 (108,071)
Non-PEO NEO | Prior Year End Fair Value of Equity Awards Granted in Any Prior Year that Fail to Meet Applicable Vesting Conditions During Covered Year              
Pay vs Performance Disclosure              
Adjustment to Compensation, Amount     (83,986) 0 0 0 0
Non-PEO NEO | Dividends or Other Earnings Paid on Equity Awards not Otherwise Reflected in Total Compensation for Covered Year              
Pay vs Performance Disclosure              
Adjustment to Compensation, Amount     0 0 0 0 0
Non-PEO NEO | Incremental Fair Value of Options/SARs Modified during Applicable FY [Member]              
Pay vs Performance Disclosure              
Adjustment to Compensation, Amount     $ 0 $ 0 $ 0 $ 0 $ 0