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Pay vs Performance Disclosure
12 Months Ended
Dec. 31, 2022
USD ($)
Dec. 31, 2021
USD ($)
Dec. 31, 2020
USD ($)
Pay vs Performance Disclosure [Table]      
Pay vs Performance [Table Text Block]
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, the following table provides information about the relationship between executive “Compensation Actually Paid” ​(as defined by SEC rules) and certain financial performance measures.
Our Compensation Committee believes in linking executive pay to Company performance and heavily weights variable compensation to reward achievements against pre-established, quantifiable financial performance objectives and individual strategic performance objectives. With the majority of executive pay delivered as variable incentive compensation and in the form of equity-based awards that track our stock price performance over time, the value ultimately realized by our executives is directly tied to shareholder value creation. Please see the Compensation Discussion & Analysis sections of this Proxy Statement for more information regarding the decisions made by our Compensation Committee regarding CEO and NEO pay for performance alignment, and the compensation actually received by our NEOs, which differs from the amounts in the table set forth below.
“Compensation Actually Paid”, calculated in accordance with SEC rules, requires several adjustments to the values of our vested and unvested equity awards based on year-end stock price, various accounting valuation assumptions and projected performance payout factors. As a result, the amounts in the table below do not reflect the actual amount of compensation earned or paid to our NEOs, and the Compensation Committee did not consider these amounts when making its incentive compensation decisions.
Value of Initial Fixed $100
Investment Based On:
Year
(a)
Summary
Compensation
Table Total for
CEO (1)
($) (b)
“Compensation
Actually Paid”
to CEO (2)
($) (c)
Average
Summary
Compensation
Table Total
for Non-CEO
NEOs (1) ($) (d)
“Compensation
Actually Paid”
to Non-CEO
NEOs (2) ($) (e)
Total
Shareholder
Return (3)
($) (f)
Peer Group
Total
Shareholder
Return (3)
($) (g)
Net Income
(in Millions) (4)
($) (h)
Non-GAAP Pro
Forma ICP
Adjusted
Earnings Per
Share (5)
($) (i)
2022
$ 28,637,507 $ (9,225,719) $ 11,341,452 $ 3,426,362 (28.4)% (23.9)% $ 3,522 $ 11.19
2021
$ 16,143,770 $ 45,607,587 $ 5,083,397 $ 11,305,553 44.7% 28.1% $ 3,263 $ 11.63
2020
$ 15,077,269 $ 31,868,869 $ 4,792,308 $ 7,574,701 21.4% 21.3% $ 2,534 $ 9.83
(1)
Compensation for our CEO, Douglas L. Peterson, reflects the amounts reported in the “Summary Compensation Table” for the respective years. Average compensation for non-CEO NEOs is based on the compensation of the following NEOs: (i) in 2022, Ewout L. Steenbergen, Martina Cheung, Adam Kansler and Daniel E. Draper, (ii) in 2021, Ewout L. Steenbergen, John L. Berisford, Martina Cheung and Saugata Saha and (iii) in 2020, Ewout L. Steenbergen, John L. Berisford, Martina Cheung and Daniel E. Draper.
(2)
“Compensation actually paid” for our CEO and average “compensation actually paid” for our non-CEO NEOs in each of 2022, 2021 and 2020 reflect the respective summary compensation table total amounts as set forth in columns (b) and (d) of the table above, adjusted as set forth in the table below, as determined in accordance with SEC rules. For information regarding the decisions made by our Compensation Committee in regards to the CEO’s and other NEOs’ compensation for fiscal year 2022, see pages 68 through 76 of this Proxy Statement.
CEO
2022
CEO
2021
CEO
2020
Non-CEO
NEOs 2022
Non-CEO
NEOs 2021
Non-CEO
NEOs 2020
Summary Compensation Table
Total
$ 28,637,507 $ 16,143,770 $ 15,077,269 $ 11,341,452 $ 5,083,397 $ 4,792,308
Less Stock Award Value Reported in Summary Compensation Table for the Covered Year $ (23,799,992) $ (9,750,000) $ (9,000,000) $ (8,806,378) $ (2,575,000) $ (2,331,250)
Plus Year-End Fair Value of
Outstanding Unvested Awards
Granted in the Covered Year
$ 12,196,773 $ 16,228,634 $ 15,706,276 $ 6,261,720 $ 4,162,710 $ 3,275,930
Change in Fair Value of
Outstanding Unvested Awards
from Prior Years
$ (10,838,932) $ 11,626,348 $ 3,263,498 $ (2,385,186) $ 2,191,870 $ 569,471
Plus Fair Value as of the
Vesting Date of Vested Awards
Granted in the Covered Year
$ 1,171,620 $ 1,255,806 $ 1,249,831 $ 229,015 $ 283,158 $ 235,617
Change in Fair Value of Awards
from Prior Years that Vested
in the Covered Year
$ (17,154,377) $ 9,639,053 $ 5,150,492 $ (3,275,830) $ 2,113,825 $ 1,009,652
Less Fair Value of Awards
Forfeited during the Covered Year
$ $ $ $ $ $
Plus Fair Value of Incremental Dividends or Earnings Paid on Stock Awards $ 561,682 $ 463,975 $ 421,503 $ 61,569 $ 45,593 $ 28,952
Less Aggregate Change in Actuarial Present Value of Accumulated Benefit Under Pension Plans $ $ $ $ $ $ (5,980)
Plus Aggregate Service Cost and Prior Service Cost for Pension Plans $ $ $ $ $ $
“Compensation Actually Paid” $ (9,225,719) $ 45,607,587 $ 31,868,869 $ 3,426,362 $ 11,305,553 $ 7,574,701
Fair values of equity awards set forth in the table above are computed in accordance with FASB ASC Topic 718 as of the end of the respective fiscal year, other than fair values of equity awards that vest in the covered year, which are valued as of the applicable vesting date.
The aggregate change in actuarial present value of accumulated benefit under pension plans reflects the amount reported for the applicable year in the Summary Compensation Table. Service cost is calculated as the actuarial present value of benefits under all pension plans attributable to services rendered during the applicable fiscal year. Prior service cost is calculated as the entire cost of benefits granted (or credit for benefits reduced) in a plan amendment (or initiation) during the covered fiscal year that are attributable by the benefit formula to services rendered in periods prior to the applicable amendment.
(3)
TSR is cumulative for the measurement periods beginning on December 31, 2019 and ending on December 31 of each of 2022 (the “2020-2022 Measurement Period”), 2021 (the “2020-2021 Measurement Period”) and 2020 (the “2020 Measurement Period”), respectively, calculated in accordance with Item 201(e) of Regulation S-K. The peer group for purposes of this table is (i) with respect to the 2020-2021 Measurement Period and the 2020 Measurement Period, respectively, the same as our peer group as set forth in the Company’s Annual Reports on Form 10-K for the years ended December 31, 2020 and 2021, and (ii) with respect to the 2020-2022 Measurement Period, (x) for the portion of such measurement period ending on December 31, 2021, the same as our peer group as set forth in our Annual Reports on Form 10-K for the years ended December 31, 2020 and 2021, and (y) for the portion of such measurement
period beginning on January 1, 2022 and ending on December 31, 2022, the same as our peer group as set forth in our Annual Report on Form 10-K for the year ended December 31, 2022. In 2022, due to the closing of our merger, IHS Markit was removed from the Company’s peer group.
(4)
Reflects “Net Income” in the Company’s Consolidated Statements of Income included in the Company’s Annual Reports on Form 10-K for each of the years ended December 31, 2022, 2021 and 2020.
   
Company Selected Measure Name AdjustedEarnings PerShare    
Named Executive Officers, Footnote [Text Block]
(1)
Compensation for our CEO, Douglas L. Peterson, reflects the amounts reported in the “Summary Compensation Table” for the respective years. Average compensation for non-CEO NEOs is based on the compensation of the following NEOs: (i) in 2022, Ewout L. Steenbergen, Martina Cheung, Adam Kansler and Daniel E. Draper, (ii) in 2021, Ewout L. Steenbergen, John L. Berisford, Martina Cheung and Saugata Saha and (iii) in 2020, Ewout L. Steenbergen, John L. Berisford, Martina Cheung and Daniel E. Draper.
   
Peer Group Issuers, Footnote [Text Block]
(3)
TSR is cumulative for the measurement periods beginning on December 31, 2019 and ending on December 31 of each of 2022 (the “2020-2022 Measurement Period”), 2021 (the “2020-2021 Measurement Period”) and 2020 (the “2020 Measurement Period”), respectively, calculated in accordance with Item 201(e) of Regulation S-K. The peer group for purposes of this table is (i) with respect to the 2020-2021 Measurement Period and the 2020 Measurement Period, respectively, the same as our peer group as set forth in the Company’s Annual Reports on Form 10-K for the years ended December 31, 2020 and 2021, and (ii) with respect to the 2020-2022 Measurement Period, (x) for the portion of such measurement period ending on December 31, 2021, the same as our peer group as set forth in our Annual Reports on Form 10-K for the years ended December 31, 2020 and 2021, and (y) for the portion of such measurement
period beginning on January 1, 2022 and ending on December 31, 2022, the same as our peer group as set forth in our Annual Report on Form 10-K for the year ended December 31, 2022. In 2022, due to the closing of our merger, IHS Markit was removed from the Company’s peer group.
   
PEO Total Compensation Amount $ 28,637,507 $ 16,143,770 $ 15,077,269
PEO Actually Paid Compensation Amount $ (9,225,719) 45,607,587 31,868,869
Adjustment To PEO Compensation, Footnote [Text Block]
(2)
“Compensation actually paid” for our CEO and average “compensation actually paid” for our non-CEO NEOs in each of 2022, 2021 and 2020 reflect the respective summary compensation table total amounts as set forth in columns (b) and (d) of the table above, adjusted as set forth in the table below, as determined in accordance with SEC rules. For information regarding the decisions made by our Compensation Committee in regards to the CEO’s and other NEOs’ compensation for fiscal year 2022, see pages 68 through 76 of this Proxy Statement.
CEO
2022
CEO
2021
CEO
2020
Non-CEO
NEOs 2022
Non-CEO
NEOs 2021
Non-CEO
NEOs 2020
Summary Compensation Table
Total
$ 28,637,507 $ 16,143,770 $ 15,077,269 $ 11,341,452 $ 5,083,397 $ 4,792,308
Less Stock Award Value Reported in Summary Compensation Table for the Covered Year $ (23,799,992) $ (9,750,000) $ (9,000,000) $ (8,806,378) $ (2,575,000) $ (2,331,250)
Plus Year-End Fair Value of
Outstanding Unvested Awards
Granted in the Covered Year
$ 12,196,773 $ 16,228,634 $ 15,706,276 $ 6,261,720 $ 4,162,710 $ 3,275,930
Change in Fair Value of
Outstanding Unvested Awards
from Prior Years
$ (10,838,932) $ 11,626,348 $ 3,263,498 $ (2,385,186) $ 2,191,870 $ 569,471
Plus Fair Value as of the
Vesting Date of Vested Awards
Granted in the Covered Year
$ 1,171,620 $ 1,255,806 $ 1,249,831 $ 229,015 $ 283,158 $ 235,617
Change in Fair Value of Awards
from Prior Years that Vested
in the Covered Year
$ (17,154,377) $ 9,639,053 $ 5,150,492 $ (3,275,830) $ 2,113,825 $ 1,009,652
Less Fair Value of Awards
Forfeited during the Covered Year
$ $ $ $ $ $
Plus Fair Value of Incremental Dividends or Earnings Paid on Stock Awards $ 561,682 $ 463,975 $ 421,503 $ 61,569 $ 45,593 $ 28,952
Less Aggregate Change in Actuarial Present Value of Accumulated Benefit Under Pension Plans $ $ $ $ $ $ (5,980)
Plus Aggregate Service Cost and Prior Service Cost for Pension Plans $ $ $ $ $ $
“Compensation Actually Paid” $ (9,225,719) $ 45,607,587 $ 31,868,869 $ 3,426,362 $ 11,305,553 $ 7,574,701
Fair values of equity awards set forth in the table above are computed in accordance with FASB ASC Topic 718 as of the end of the respective fiscal year, other than fair values of equity awards that vest in the covered year, which are valued as of the applicable vesting date.
The aggregate change in actuarial present value of accumulated benefit under pension plans reflects the amount reported for the applicable year in the Summary Compensation Table. Service cost is calculated as the actuarial present value of benefits under all pension plans attributable to services rendered during the applicable fiscal year. Prior service cost is calculated as the entire cost of benefits granted (or credit for benefits reduced) in a plan amendment (or initiation) during the covered fiscal year that are attributable by the benefit formula to services rendered in periods prior to the applicable amendment.
   
Non-PEO NEO Average Total Compensation Amount $ 11,341,452 5,083,397 4,792,308
Non-PEO NEO Average Compensation Actually Paid Amount $ 3,426,362 11,305,553 7,574,701
Adjustment to Non-PEO NEO Compensation Footnote [Text Block]
(2)
“Compensation actually paid” for our CEO and average “compensation actually paid” for our non-CEO NEOs in each of 2022, 2021 and 2020 reflect the respective summary compensation table total amounts as set forth in columns (b) and (d) of the table above, adjusted as set forth in the table below, as determined in accordance with SEC rules. For information regarding the decisions made by our Compensation Committee in regards to the CEO’s and other NEOs’ compensation for fiscal year 2022, see pages 68 through 76 of this Proxy Statement.
CEO
2022
CEO
2021
CEO
2020
Non-CEO
NEOs 2022
Non-CEO
NEOs 2021
Non-CEO
NEOs 2020
Summary Compensation Table
Total
$ 28,637,507 $ 16,143,770 $ 15,077,269 $ 11,341,452 $ 5,083,397 $ 4,792,308
Less Stock Award Value Reported in Summary Compensation Table for the Covered Year $ (23,799,992) $ (9,750,000) $ (9,000,000) $ (8,806,378) $ (2,575,000) $ (2,331,250)
Plus Year-End Fair Value of
Outstanding Unvested Awards
Granted in the Covered Year
$ 12,196,773 $ 16,228,634 $ 15,706,276 $ 6,261,720 $ 4,162,710 $ 3,275,930
Change in Fair Value of
Outstanding Unvested Awards
from Prior Years
$ (10,838,932) $ 11,626,348 $ 3,263,498 $ (2,385,186) $ 2,191,870 $ 569,471
Plus Fair Value as of the
Vesting Date of Vested Awards
Granted in the Covered Year
$ 1,171,620 $ 1,255,806 $ 1,249,831 $ 229,015 $ 283,158 $ 235,617
Change in Fair Value of Awards
from Prior Years that Vested
in the Covered Year
$ (17,154,377) $ 9,639,053 $ 5,150,492 $ (3,275,830) $ 2,113,825 $ 1,009,652
Less Fair Value of Awards
Forfeited during the Covered Year
$ $ $ $ $ $
Plus Fair Value of Incremental Dividends or Earnings Paid on Stock Awards $ 561,682 $ 463,975 $ 421,503 $ 61,569 $ 45,593 $ 28,952
Less Aggregate Change in Actuarial Present Value of Accumulated Benefit Under Pension Plans $ $ $ $ $ $ (5,980)
Plus Aggregate Service Cost and Prior Service Cost for Pension Plans $ $ $ $ $ $
“Compensation Actually Paid” $ (9,225,719) $ 45,607,587 $ 31,868,869 $ 3,426,362 $ 11,305,553 $ 7,574,701
Fair values of equity awards set forth in the table above are computed in accordance with FASB ASC Topic 718 as of the end of the respective fiscal year, other than fair values of equity awards that vest in the covered year, which are valued as of the applicable vesting date.
The aggregate change in actuarial present value of accumulated benefit under pension plans reflects the amount reported for the applicable year in the Summary Compensation Table. Service cost is calculated as the actuarial present value of benefits under all pension plans attributable to services rendered during the applicable fiscal year. Prior service cost is calculated as the entire cost of benefits granted (or credit for benefits reduced) in a plan amendment (or initiation) during the covered fiscal year that are attributable by the benefit formula to services rendered in periods prior to the applicable amendment.
   
Compensation Actually Paid vs. Total Shareholder Return [Text Block]
(1) “Compensation Actually Paid” and TSR
[MISSING IMAGE: lc_tsr-pn.jpg]
   
Compensation Actually Paid vs. Net Income [Text Block]
(2) “Compensation Actually Paid” and Net Income
[MISSING IMAGE: lc_adjus-pn.jpg]
   
Compensation Actually Paid vs. Company Selected Measure [Text Block]
(3) Compensation Actually Paid” and Non-GAAP Pro Forma ICP Adjusted EPS (1)
[MISSING IMAGE: lc_netincome-pn.jpg]
(1)
For the years 2021 and 2022, ICP Adjusted EPS is presented on a pro forma basis as if the merger with IHS Markit had closed on January 1, 2021. For 2020, ICP Adjusted EPS is presented on a stand-alone basis.
   
Tabular List [Table Text Block]
Our Most Important Performance Measures
The following table sets forth an unranked list of the performance measures which we view as the “most important” measures for linking our NEOs’ compensation to short- and long-term Company performance. For more information on how our Compensation Committee uses these metrics to assess the performance of our NEOs and determines executive compensation within our pay-for-performance compensation framework, please see the Compensation Discussion & Analysis sections of this Proxy Statement starting on page 53.
Performance Measure
Considerations
Non-GAAP Pro Forma ICP Adjusted Diluted Earnings Per Share (“EPS”)
Used as the sole metric for our 3-year long-term Performance Share Unit (PSU) Awards, which account for the largest component of executive pay, this metric drives long-term value creation for our shareholders, as it considers capital allocation decisions as well as the importance of continual discipline in operating performance
Non-GAAP Pro Forma ICP Adjusted Revenue Growth Used to determine 35% of annual short-term incentive pool funding for our NEOs, this metric strengthens the importance of growth and scale to our Company
Non-GAAP Pro Forma ICP Adjusted EBITA Margin Used to determine 35% of annual short-term incentive pool funding for our NEOs, this metric draws focus on margin expansion driven by revenue growth, cost discipline and productivity
Tax fees generally included fees for tax compliance and related advice.
   
Total Shareholder Return Amount $ (28.4) 44.7 21.4
Peer Group Total Shareholder Return Amount (23.9) 28.1 21.3
Net Income (Loss) $ 3,522,000,000 $ 3,263,000,000 $ 2,534,000,000
Company Selected Measure Amount 11.19 11.63 9.83
PEO Name Douglas L. Peterson Douglas L. Peterson Douglas L. Peterson
Measure [Axis]: 1      
Pay vs Performance Disclosure [Table]      
Measure Name ICP Adjusted Diluted Earnings Per Share (“EPS”)    
Measure [Axis]: 2      
Pay vs Performance Disclosure [Table]      
Measure Name ICP Adjusted Revenue Growth    
Measure [Axis]: 3      
Pay vs Performance Disclosure [Table]      
Measure Name ICP Adjusted EBITA Margin    
PEO [Member] | Stock Award Value Reported In Summary Compensation Table [Member]      
Pay vs Performance Disclosure [Table]      
Adjustment to Compensation Amount $ (23,799,992) $ (9,750,000) $ (9,000,000)
PEO [Member] | Year End Fair Value Of Outstanding Unvested Awards Granted [Member]      
Pay vs Performance Disclosure [Table]      
Adjustment to Compensation Amount 12,196,773 16,228,634 15,706,276
PEO [Member] | Change In Fair Value Of Outstanding Unvested Awards From Prior Years [Member]      
Pay vs Performance Disclosure [Table]      
Adjustment to Compensation Amount (10,838,932) 11,626,348 3,263,498
PEO [Member] | Fair Value As Of Vesting Date Of Vesting Awards Granted In The Covered Year [Member]      
Pay vs Performance Disclosure [Table]      
Adjustment to Compensation Amount 1,171,620 1,255,806 1,249,831
PEO [Member] | Change In Fair Value Of Awards From Prior Years That Vested In The Covered Year [Member      
Pay vs Performance Disclosure [Table]      
Adjustment to Compensation Amount (17,154,377) 9,639,053 5,150,492
PEO [Member] | Fair Value Of Incremental Dividends Or Earnings Paid On Stock Awards [Member]      
Pay vs Performance Disclosure [Table]      
Adjustment to Compensation Amount 561,682 463,975 421,503
Non-PEO NEO [Member] | Stock Award Value Reported In Summary Compensation Table [Member]      
Pay vs Performance Disclosure [Table]      
Adjustment to Compensation Amount (8,806,378) (2,575,000) (2,331,250)
Non-PEO NEO [Member] | Year End Fair Value Of Outstanding Unvested Awards Granted [Member]      
Pay vs Performance Disclosure [Table]      
Adjustment to Compensation Amount 6,261,720 4,162,710 3,275,930
Non-PEO NEO [Member] | Change In Fair Value Of Outstanding Unvested Awards From Prior Years [Member]      
Pay vs Performance Disclosure [Table]      
Adjustment to Compensation Amount (2,385,186) 2,191,870 569,471
Non-PEO NEO [Member] | Fair Value As Of Vesting Date Of Vesting Awards Granted In The Covered Year [Member]      
Pay vs Performance Disclosure [Table]      
Adjustment to Compensation Amount 229,015 283,158 235,617
Non-PEO NEO [Member] | Change In Fair Value Of Awards From Prior Years That Vested In The Covered Year [Member      
Pay vs Performance Disclosure [Table]      
Adjustment to Compensation Amount (3,275,830) 2,113,825 1,009,652
Non-PEO NEO [Member] | Fair Value Of Incremental Dividends Or Earnings Paid On Stock Awards [Member]      
Pay vs Performance Disclosure [Table]      
Adjustment to Compensation Amount $ 61,569 $ 45,593 28,952
Non-PEO NEO [Member] | Aggregate Change In Actuarial Present Value Of Accumulated Benefit Under Pension Plans [Member]      
Pay vs Performance Disclosure [Table]      
Adjustment to Compensation Amount     $ (5,980)