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Pay vs Performance Disclosure - USD ($)
 12 Months Ended
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 (“CAP”) for our principal executive officer (“PEO”) and non-PEO named executive officers (“Non-PEO NEOs”) and certain financial performance of the Company. For further information concerning the Company’s pay-for-performance philosophy and how we align executive compensation with performance, refer to “Executive Compensation and Related Information – Compensation Discussion and Analysis.”

 

Summary

 

 

 

 

 

 

 

 

Average Summary

 

Average

 

Value of Initial Fixed $100
Investment Based on:

 

 

 

 

 

Year
(a)

Compensation Table Total
for First
PEO(1)
(b)

 

Compensation
Actually Paid
to First PEO(2)
(c)

 

Summary Compensation
Table Total for
Second PEO(3)
(d)

 

Compensation Actually Paid
to Second
PEO(4)
(e)

 

Summary Compensation
Table Total for
Third PEO(5)
(f)

 

Compensation Actually Paid
to Third
PEO(6)
(g)

 

Compensation Table Total for
Non-PEO
NEOs(7)
(h)

 

Compensation Actually Paid
to Non-PEO
NEOs(8)
(i)

 

Total
Shareholder
Return (TSR)(9)
(j)

 

Peer Group 1
TSR(10)
(k)

 

Peer Group 2
TSR(10)
(k)

 

Net Income
(millions)(11)
(l)

 

Adjusted
EBITDA
(millions)(12)
(m)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

2024

$

4,212,044

 

$

(862,208

)

$

1,278,846

 

$

859,183

 

$

—

 

$

—

 

$

943,810

 

$

341,797

 

$

77.41

 

$

165.34

 

$

197.28

 

$

7.2

 

$

122.2

 

2023

$

3,820,360

 

$

904,036

 

$

—

 

$

—

 

$

—

 

$

—

 

$

1,016,764

 

$

682,786

 

$

132.11

 

$

163.68

 

$

168.39

 

$

48.9

 

$

97.3

 

2022

$

3,892,778

 

$

7,338,779

 

$

—

 

$

—

 

$

—

 

$

—

 

$

797,339

 

$

951,584

 

$

145.93

 

$

136.42

 

$

127.72

 

$

60.3

 

$

109.2

 

2021

$

2,693,823

 

$

2,968,343

 

$

—

 

$

—

 

$

—

 

$

—

 

$

750,142

 

$

409,365

 

$

127.98

 

$

145.27

 

$

140.98

 

$

33.5

 

$

72.4

 

2020

$

2,017,024

 

$

2,624,286

 

$

—

 

$

—

 

$

1,048,702

 

$

1,369,766

 

$

845,446

 

$

801,284

 

$

129.44

 

$

122.68

 

$

111.97

 

$

36.8

 

$

66.4

 

 

(1)
The dollar amounts reported in column (b) are the amounts of total compensation reported for Mr. McGaugh, our Chief Executive Officer, for each corresponding year in the “Total” column of the Summary Compensation Table. Refer to “Executive Compensation and Related Information – Executive Compensation Tables – Summary Compensation Table.”
(2)
The dollar amounts reported in column (c) represent the amount of CAP for Mr. McGaugh, as computed in accordance with Item 402(v) of Regulation S-K. The dollar amounts do not reflect the actual amount of compensation earned by or paid to Mr. McGaugh during the applicable year. In accordance with the requirements of Item 402(v) of Regulation S-K, the following adjustments were made to Mr. McGaugh’s total compensation for each year to determine the CAP:

 

Year

 

Reported Summary
Compensation
Table Total for
First PEO

 

Reported
Value of Equity
Awards(a)

 

Equity Award
Adjustments(b)

 

Compensation
Actually Paid
to First PEO

 

2024

 

 

$

4,212,044

 

 

 

 

$

2,309,156

 

 

 

 

$

(2,765,096

)

 

 

 

$

(862,208

)

 

 

2023

 

 

$

3,820,360

 

 

 

 

$

2,321,216

 

 

 

 

$

(595,108

)

 

 

 

$

904,036

 

 

 

2022

 

 

$

3,892,778

 

 

 

 

$

2,100,001

 

 

 

 

$

5,546,001

 

 

 

 

$

7,338,779

 

 

 

2021

 

 

$

2,693,823

 

 

 

 

$

1,419,006

 

 

 

 

$

1,693,526

 

 

 

 

$

2,968,343

 

 

 

2020

 

 

$

2,017,024

 

 

 

 

$

1,249,999

 

 

 

 

$

1,857,261

 

 

 

 

$

2,624,286

 

 

 

 

(a)
The grant date fair value of equity awards represents the total of the amounts reported in the “Stock Awards” and “Option Awards” columns in the Summary Compensation Table for the applicable year.
(b)
The equity award adjustments for each applicable year include the addition (or subtraction, as applicable) of the following: (i) the year-end fair value of any equity awards granted in the applicable year that are outstanding and unvested as of the end of the year; (ii) the amount of change as of the end of the applicable year (from the end of the prior fiscal year) in fair value of any awards granted in prior years that are outstanding and unvested as of the end of the applicable year; (iii) for awards that are granted and vest in same applicable year, the fair value as of the vesting date; (iv) for awards granted in prior years that vest in the applicable year, the amount equal to the change as of the vesting date (from the end of the prior fiscal year) in fair value; (v) for awards granted in prior years that are determined to fail to meet the applicable vesting conditions during the applicable year, a deduction for the amount equal to the fair value at the end of the prior fiscal year; and (vi) the dollar value of any dividends or other earnings paid on stock or option awards in the applicable year prior to the vesting date that are not otherwise reflected in the fair value of such award or included in any other component of total compensation for the applicable year. The valuation assumptions used to calculate fair values did not materially differ from those disclosed at the time of grant. The amounts deducted or added in calculating the equity award adjustments are as follows:

 

Year

 

Year End Fair
Value of Equity
Awards

 

Change in
Fair Value of
Outstanding and
Unvested Equity
Awards

 

Fair Value
as of Vesting
Date of Equity
Awards Granted
and Vested in
the Year

 

Change in
Fair Value of
Equity Awards
Granted in
Prior Years
that Vested in
the Year

 

Fair Value at
the End of
the Prior Year
of Equity Awards
that Failed to
Meet Vesting
Conditions in
the Year

 

Value of
Dividends or
other Earnings
Paid on Stock or
Option Awards
not Otherwise
Reflected in
Fair Value
or Total
Compensation

Total Equity
Award
Adjustments

2024

 

 

$

—

 

 

 

 

$

(2,379,687

)

 

 

 

 

—

 

 

 

 

$

178,789

 

 

 

 

$

(520,027

)

 

 

 

$

(44,172

)

 

 

$

(2,765,096

)

 

2023

 

 

$

1,430,021

 

 

 

 

$

(1,961,566

)

 

 

 

 

—

 

 

 

 

$

(188,128

)

 

 

 

 

—

 

 

 

 

$

124,565

 

 

 

$

(595,108

)

 

2022

 

 

$

3,626,614

 

 

 

 

$

1,729,636

 

 

 

 

 

—

 

 

 

 

$

(49,030

)

 

 

 

 

—

 

 

 

 

$

238,780

 

 

 

$

5,546,001

 

 

2021

 

 

$

1,382,320

 

 

 

 

$

202,340

 

 

 

 

 

—

 

 

 

 

$

17,292

 

 

 

 

 

—

 

 

 

 

$

91,574

 

 

 

$

1,693,526

 

 

2020

 

 

$

1,814,792

 

 

 

 

 

—

 

 

 

 

 

—

 

 

 

 

 

—

 

 

 

 

 

—

 

 

 

 

$

42,468

 

 

 

$

1,857,261

 

 

 

(3)
Amount reported in column (d) is the amount of total compensation reported for Dave Basque, who served as our interim Chief Executive Officer for a portion of 2024, included in the “Total” column of the Summary Compensation Table for 2024.
(4)
Amount reported in column (e) represents the CAP for Mr. Basque in 2024, as computed in accordance with Item 402(v) of Regulation S-K. The dollar amounts do not reflect the actual amount of compensation earned by or paid to Mr. Basque during 2024. In accordance with the requirements of Item 402(v) of Regulation S-K, the following adjustments were made to determine the CAP for 2024:

 

Year

 

Reported Summary
Compensation Table
Total for Second PEO

 

Reported
Value of Equity
Awards(a)

 

Equity Award
Adjustments(b)

 

Compensation
Actually Paid to
Second PEO

2024

 

 

$

1,278,846

 

 

 

 

$

253,190

 

 

 

 

$

(166,473

)

 

 

 

$

859,183

 

 

 

(a)
The grant date fair value of equity awards represents the total of the amounts reported in the “Stock Awards” column in the Summary Compensation Table for the applicable year.
(b)
The amounts deducted or added in calculating the equity award adjustments are as follows:

 

Year

 

Year End Fair
Value of Equity
Awards

 

Change in
Fair Value of
Outstanding and
Unvested Equity
Awards

 

Fair Value
as of Vesting
Date of Equity
Awards Granted
and Vested in
the Year

 

Change in
Fair Value of
Equity Awards
Granted in
Prior Years
that Vested in
the Year

 

Fair Value at
the End of
the Prior Year
of Equity Awards
that Failed to
Meet Vesting
Conditions in
the Year

 

Value of
Dividends or
other Earnings
Paid on Stock or
Option Awards
not Otherwise
Reflected in
Fair Value
or Total
Compensation

 

Total Equity
Award
Adjustments

2024

 

 

$

54,231

 

 

 

 

$

(245,552

)

 

 

 

 

—

 

 

 

 

$

20,798

 

 

 

 

—

 

 

 

 

$

4,049

 

 

 

 

$

(166,473

)

 

 

(5)
Amount reported in column (f) is the amount of total compensation reported for Andrean Horton, who served as our interim Chief Executive Officer for a portion of 2020, included in the “Total” column of the Summary Compensation Table for 2020.
(6)
Amount reported in column (g) represents the CAP for Ms. Horton in 2020, computed in accordance with Item 402(v) of Regulation S-K. The dollar amounts do not reflect the actual amount of compensation earned by or paid to Ms. Horton during 2020. In accordance with the requirements of Item 402(v) of Regulation S-K, the following adjustments were made to determine the CAP for 2020:

 

Year

 

Reported Summary
Compensation Table
Total for Third PEO

 

Reported
Value of Equity
Awards(a)

 

Equity Award
Adjustments(b)

 

Compensation
Actually Paid to
Third PEO

2020

 

 

$

1,048,702

 

 

 

 

$

389,993

 

 

 

 

$

711,057

 

 

 

 

$

1,369,766

 

 
(a)
The grant date fair value of equity awards represents the total of the amounts reported in the “Stock Awards” column in the Summary Compensation Table for the applicable year.
(b)
The amounts deducted or added in calculating the equity award adjustments are as follows:

 

Year

 

Year End Fair
Value of Equity
Awards

 

Change in
Fair Value of
Outstanding and
Unvested Equity
Awards

 

Fair Value
as of Vesting
Date of Equity
Awards Granted
and Vested in
the Year

 

Change in
Fair Value of
Equity Awards
Granted in
Prior Years
that Vested in
the Year

 

Fair Value at
the End of
the Prior Year
of Equity Awards
that Failed to
Meet Vesting
Conditions in
the Year

 

Value of
Dividends or
other Earnings
Paid on Stock or
Option Awards
not Otherwise
Reflected in
Fair Value
or Total
Compensation

 

Total Equity
Award
Adjustments

2020

 

 

$

566,205

 

 

 

 

$

138,935

 

 

 

 

 

—

 

 

 

 

$

(17,261

)

 

 

 

—

 

 

 

 

$

23,178

 

 

 

 

$

711,057

 

 
(7)
Amounts reported in column (h) represent the average of the amounts reported for the Company’s Non-PEO NEOs as a group in the “Total” column of the Summary Compensation Table in each applicable year. The names of each of the Non–CEO NEOs included for purposes of calculating the average amounts in each applicable year are as follows: (i) for 2024, Grant Fitz, Jeff Baker, and Jim Gurnee; (ii) for 2023, Grant Fitz, Monica Vinay, Jeff Baker, and Jim Gurnee; (iii) for 2022, Sonal Robinson, Monica Vinay, Jeff Baker, Jim Gurnee, and Paul Johnson; (iv) for 2021, Sonal Robinson, Dan Hoehn, Andrean Horton, and Tom Harmon; and (v) for 2020, Kevin Brackman, Dan Hoehn, and Tom Harmon.
(8)
Amounts reported in column (i) represent the average amount of CAP to the Non-PEO NEOs as a group, as computed in accordance with Item 402(v) of Regulation S-K. The dollar amounts do not reflect the actual average amount of compensation earned by or paid to the Non-PEO NEOs as a group during the applicable year. In accordance with the requirements of Item 402(v) of Regulation S-K, the following adjustments were made to average total compensation for the Non-PEO NEOs as a group for each year to determine the compensation actually paid, using the same methodology described above in Note 2:

 

Year

 

Average
Reported Summary
Compensation
Table Total for
Non-PEO NEOs

 

Average
Reported
Value of Equity
Awards

 

Average Equity
Award
Adjustments(a)

 

Average
Compensation
Actually Paid to
Non-PEO NEOs

2024

 

 

$

943,810

 

 

 

 

$

391,831

 

 

 

 

$

(210,183

)

 

 

 

$

341,797

 

 

2023

 

 

$

1,016,764

 

 

 

 

$

457,533

 

 

 

 

$

123,555

 

 

 

 

$

682,786

 

 

2022

 

 

$

797,339

 

 

 

 

$

183,967

 

 

 

 

$

338,212

 

 

 

 

$

951,584

 

 

2021

 

 

$

750,142

 

 

 

 

$

296,973

 

 

 

 

$

(43,804

)

 

 

 

$

409,365

 

 

2020

 

 

$

845,446

 

 

 

 

$

263,333

 

 

 

 

$

219,171

 

 

 

 

$

801,284

 

 

 

(a)
The amounts deducted or added in calculating the total average equity award adjustments are as follows:

 

Year

 

Average
Year End
Fair Value
of Equity
Awards

 

Average
Change in
Fair Value of
Outstanding
and
Unvested
Equity
Awards

 

Average
Fair Value
as of
Vesting
Date of
Equity
Awards
Granted
and Vested
in the Year

 

Average
Change in
Fair Value
of Equity
Awards
Granted in
Prior
Years that
Vested in
the Year

 

Average
Fair Value
at the End
of the Prior
Year of
Equity Awards
that Failed
to Meet
Vesting
Conditions
in the Year

 

Average Value
of Dividends
or other
Earnings Paid
on Stock or
Option
Awards not
Otherwise
Reflected in Fair
Value or Total
Compensation

 

Total
Average
Equity
Award
Adjustments

2024

 

 

$

70,074

 

 

 

 

$

(304,942

)

 

 

 

$

22,395

 

 

 

 

$

(7,053

)

 

 

 

$

—

 

 

 

 

$

9,343

 

 

 

 

$

(210,183

)

 

2023

 

 

$

328,872

 

 

 

 

$

(97,458

)

 

 

 

$

—

 

 

 

 

$

(8,998

)

 

 

 

$

(107,885

)

 

 

 

$

9,023

 

 

 

 

$

123,555

 

 

2022

 

 

$

294,838

 

 

 

 

$

108,664

 

 

 

 

$

—

 

 

 

 

$

(2,750

)

 

 

 

$

(76,160

)

 

 

 

$

13,620

 

 

 

 

$

338,212

 

 

2021

 

 

$

136,391

 

 

 

 

$

4,108

 

 

 

 

$

—

 

 

 

 

$

4,682

 

 

 

 

$

(189,492

)

 

 

 

$

507

 

 

 

 

$

(43,804

)

 

2020

 

 

$

192,886

 

 

 

 

$

51,231

 

 

 

 

$

49,913

 

 

 

 

$

(23,265

)

 

 

 

$

(61,129

)

 

 

 

$

9,536

 

 

 

 

$

219,171

 

 

 

(9)
Cumulative TSR is calculated by dividing the sum of the cumulative amount of dividends for the measurement period, assuming dividend reinvestment, and the difference between the Company’s share price at the end and the beginning of the measurement period by the Company’s share price at the beginning of the measurement period.
(10)
Represents the TSR from the following two peer groups, weighted according to the respective companies’ stock market capitalization at the beginning of each period for which a return is indicated: (1) S&P 600 Materials (Sector), and (2) S&P 600 Industrials (Sector). The blended weighted TSR of these two peer groups is currently used by the Company to determine the Company’s relative TSR performance for purposes of applying a potential positive or negative modifier in connection with the settlement of the Company’s long-term performance-based incentive awards, as described under “Executive Compensation and Related Information – Compensation Discussion and Analysis – 2023 Long-Term Incentives.” Information regarding the TSR of the S&P 600 Materials (Sector) is included in the five year cumulative total return chart included in the Company’s 2023 Annual Report on Form 10-K.
(11)
Amounts represent the amount of net income reflected in the Company’s audited financial statements for the applicable year.
(12)
Adjusted EBITDA is defined as net income plus depreciation and amortization, interest expense (net), income tax provision, and restructuring or other unusual charges. While the Company uses numerous financial and non-financial performance measures for the purpose of evaluating performance for the Company’s compensation programs, the Company has determined that Adjusted EBITDA is the financial performance measure that, in the Company’s assessment, represents the most important performance measure (that is not otherwise required to be disclosed in the table) used by the Company to link CAP to the Company’s NEOs for the most recently completed fiscal year, to Company performance.
       
Company Selected Measure Name Adjusted EBITDA        
Named Executive Officers, Footnote The dollar amounts reported in column (b) are the amounts of total compensation reported for Mr. McGaugh, our Chief Executive Officer, for each corresponding year in the “Total” column of the Summary Compensation Table. Refer to “Executive Compensation and Related Information – Executive Compensation Tables – Summary Compensation Table.”
(3)
Amount reported in column (d) is the amount of total compensation reported for Dave Basque, who served as our interim Chief Executive Officer for a portion of 2024, included in the “Total” column of the Summary Compensation Table for 2024.
(5)
Amount reported in column (f) is the amount of total compensation reported for Andrean Horton, who served as our interim Chief Executive Officer for a portion of 2020, included in the “Total” column of the Summary Compensation Table for 2020.
       
Peer Group Issuers, Footnote Represents the TSR from the following two peer groups, weighted according to the respective companies’ stock market capitalization at the beginning of each period for which a return is indicated: (1) S&P 600 Materials (Sector), and (2) S&P 600 Industrials (Sector). The blended weighted TSR of these two peer groups is currently used by the Company to determine the Company’s relative TSR performance for purposes of applying a potential positive or negative modifier in connection with the settlement of the Company’s long-term performance-based incentive awards, as described under “Executive Compensation and Related Information – Compensation Discussion and Analysis – 2023 Long-Term Incentives.” Information regarding the TSR of the S&P 600 Materials (Sector) is included in the five year cumulative total return chart included in the Company’s 2023 Annual Report on Form 10-K.        
Adjustment To PEO Compensation, Footnote
(2)
The dollar amounts reported in column (c) represent the amount of CAP for Mr. McGaugh, as computed in accordance with Item 402(v) of Regulation S-K. The dollar amounts do not reflect the actual amount of compensation earned by or paid to Mr. McGaugh during the applicable year. In accordance with the requirements of Item 402(v) of Regulation S-K, the following adjustments were made to Mr. McGaugh’s total compensation for each year to determine the CAP:

 

Year

 

Reported Summary
Compensation
Table Total for
First PEO

 

Reported
Value of Equity
Awards(a)

 

Equity Award
Adjustments(b)

 

Compensation
Actually Paid
to First PEO

 

2024

 

 

$

4,212,044

 

 

 

 

$

2,309,156

 

 

 

 

$

(2,765,096

)

 

 

 

$

(862,208

)

 

 

2023

 

 

$

3,820,360

 

 

 

 

$

2,321,216

 

 

 

 

$

(595,108

)

 

 

 

$

904,036

 

 

 

2022

 

 

$

3,892,778

 

 

 

 

$

2,100,001

 

 

 

 

$

5,546,001

 

 

 

 

$

7,338,779

 

 

 

2021

 

 

$

2,693,823

 

 

 

 

$

1,419,006

 

 

 

 

$

1,693,526

 

 

 

 

$

2,968,343

 

 

 

2020

 

 

$

2,017,024

 

 

 

 

$

1,249,999

 

 

 

 

$

1,857,261

 

 

 

 

$

2,624,286

 

 

 

 

(a)
The grant date fair value of equity awards represents the total of the amounts reported in the “Stock Awards” and “Option Awards” columns in the Summary Compensation Table for the applicable year.
(b)
The equity award adjustments for each applicable year include the addition (or subtraction, as applicable) of the following: (i) the year-end fair value of any equity awards granted in the applicable year that are outstanding and unvested as of the end of the year; (ii) the amount of change as of the end of the applicable year (from the end of the prior fiscal year) in fair value of any awards granted in prior years that are outstanding and unvested as of the end of the applicable year; (iii) for awards that are granted and vest in same applicable year, the fair value as of the vesting date; (iv) for awards granted in prior years that vest in the applicable year, the amount equal to the change as of the vesting date (from the end of the prior fiscal year) in fair value; (v) for awards granted in prior years that are determined to fail to meet the applicable vesting conditions during the applicable year, a deduction for the amount equal to the fair value at the end of the prior fiscal year; and (vi) the dollar value of any dividends or other earnings paid on stock or option awards in the applicable year prior to the vesting date that are not otherwise reflected in the fair value of such award or included in any other component of total compensation for the applicable year. The valuation assumptions used to calculate fair values did not materially differ from those disclosed at the time of grant. The amounts deducted or added in calculating the equity award adjustments are as follows:

 

Year

 

Year End Fair
Value of Equity
Awards

 

Change in
Fair Value of
Outstanding and
Unvested Equity
Awards

 

Fair Value
as of Vesting
Date of Equity
Awards Granted
and Vested in
the Year

 

Change in
Fair Value of
Equity Awards
Granted in
Prior Years
that Vested in
the Year

 

Fair Value at
the End of
the Prior Year
of Equity Awards
that Failed to
Meet Vesting
Conditions in
the Year

 

Value of
Dividends or
other Earnings
Paid on Stock or
Option Awards
not Otherwise
Reflected in
Fair Value
or Total
Compensation

Total Equity
Award
Adjustments

2024

 

 

$

—

 

 

 

 

$

(2,379,687

)

 

 

 

 

—

 

 

 

 

$

178,789

 

 

 

 

$

(520,027

)

 

 

 

$

(44,172

)

 

 

$

(2,765,096

)

 

2023

 

 

$

1,430,021

 

 

 

 

$

(1,961,566

)

 

 

 

 

—

 

 

 

 

$

(188,128

)

 

 

 

 

—

 

 

 

 

$

124,565

 

 

 

$

(595,108

)

 

2022

 

 

$

3,626,614

 

 

 

 

$

1,729,636

 

 

 

 

 

—

 

 

 

 

$

(49,030

)

 

 

 

 

—

 

 

 

 

$

238,780

 

 

 

$

5,546,001

 

 

2021

 

 

$

1,382,320

 

 

 

 

$

202,340

 

 

 

 

 

—

 

 

 

 

$

17,292

 

 

 

 

 

—

 

 

 

 

$

91,574

 

 

 

$

1,693,526

 

 

2020

 

 

$

1,814,792

 

 

 

 

 

—

 

 

 

 

 

—

 

 

 

 

 

—

 

 

 

 

 

—

 

 

 

 

$

42,468

 

 

 

$

1,857,261

 

 
(4)
Amount reported in column (e) represents the CAP for Mr. Basque in 2024, as computed in accordance with Item 402(v) of Regulation S-K. The dollar amounts do not reflect the actual amount of compensation earned by or paid to Mr. Basque during 2024. In accordance with the requirements of Item 402(v) of Regulation S-K, the following adjustments were made to determine the CAP for 2024:

 

Year

 

Reported Summary
Compensation Table
Total for Second PEO

 

Reported
Value of Equity
Awards(a)

 

Equity Award
Adjustments(b)

 

Compensation
Actually Paid to
Second PEO

2024

 

 

$

1,278,846

 

 

 

 

$

253,190

 

 

 

 

$

(166,473

)

 

 

 

$

859,183

 

 

 

(a)
The grant date fair value of equity awards represents the total of the amounts reported in the “Stock Awards” column in the Summary Compensation Table for the applicable year.
(b)
The amounts deducted or added in calculating the equity award adjustments are as follows:

 

Year

 

Year End Fair
Value of Equity
Awards

 

Change in
Fair Value of
Outstanding and
Unvested Equity
Awards

 

Fair Value
as of Vesting
Date of Equity
Awards Granted
and Vested in
the Year

 

Change in
Fair Value of
Equity Awards
Granted in
Prior Years
that Vested in
the Year

 

Fair Value at
the End of
the Prior Year
of Equity Awards
that Failed to
Meet Vesting
Conditions in
the Year

 

Value of
Dividends or
other Earnings
Paid on Stock or
Option Awards
not Otherwise
Reflected in
Fair Value
or Total
Compensation

 

Total Equity
Award
Adjustments

2024

 

 

$

54,231

 

 

 

 

$

(245,552

)

 

 

 

 

—

 

 

 

 

$

20,798

 

 

 

 

—

 

 

 

 

$

4,049

 

 

 

 

$

(166,473

)

 
       
Non-PEO NEO Average Total Compensation Amount $ 943,810 $ 1,016,764 $ 797,339 $ 750,142 $ 845,446
Non-PEO NEO Average Compensation Actually Paid Amount $ 341,797 682,786 951,584 409,365 801,284
Adjustment to Non-PEO NEO Compensation Footnote

Year

 

Average
Reported Summary
Compensation
Table Total for
Non-PEO NEOs

 

Average
Reported
Value of Equity
Awards

 

Average Equity
Award
Adjustments(a)

 

Average
Compensation
Actually Paid to
Non-PEO NEOs

2024

 

 

$

943,810

 

 

 

 

$

391,831

 

 

 

 

$

(210,183

)

 

 

 

$

341,797

 

 

2023

 

 

$

1,016,764

 

 

 

 

$

457,533

 

 

 

 

$

123,555

 

 

 

 

$

682,786

 

 

2022

 

 

$

797,339

 

 

 

 

$

183,967

 

 

 

 

$

338,212

 

 

 

 

$

951,584

 

 

2021

 

 

$

750,142

 

 

 

 

$

296,973

 

 

 

 

$

(43,804

)

 

 

 

$

409,365

 

 

2020

 

 

$

845,446

 

 

 

 

$

263,333

 

 

 

 

$

219,171

 

 

 

 

$

801,284

 

 

 

(a)
The amounts deducted or added in calculating the total average equity award adjustments are as follows:

 

Year

 

Average
Year End
Fair Value
of Equity
Awards

 

Average
Change in
Fair Value of
Outstanding
and
Unvested
Equity
Awards

 

Average
Fair Value
as of
Vesting
Date of
Equity
Awards
Granted
and Vested
in the Year

 

Average
Change in
Fair Value
of Equity
Awards
Granted in
Prior
Years that
Vested in
the Year

 

Average
Fair Value
at the End
of the Prior
Year of
Equity Awards
that Failed
to Meet
Vesting
Conditions
in the Year

 

Average Value
of Dividends
or other
Earnings Paid
on Stock or
Option
Awards not
Otherwise
Reflected in Fair
Value or Total
Compensation

 

Total
Average
Equity
Award
Adjustments

2024

 

 

$

70,074

 

 

 

 

$

(304,942

)

 

 

 

$

22,395

 

 

 

 

$

(7,053

)

 

 

 

$

—

 

 

 

 

$

9,343

 

 

 

 

$

(210,183

)

 

2023

 

 

$

328,872

 

 

 

 

$

(97,458

)

 

 

 

$

—

 

 

 

 

$

(8,998

)

 

 

 

$

(107,885

)

 

 

 

$

9,023

 

 

 

 

$

123,555

 

 

2022

 

 

$

294,838

 

 

 

 

$

108,664

 

 

 

 

$

—

 

 

 

 

$

(2,750

)

 

 

 

$

(76,160

)

 

 

 

$

13,620

 

 

 

 

$

338,212

 

 

2021

 

 

$

136,391

 

 

 

 

$

4,108

 

 

 

 

$

—

 

 

 

 

$

4,682

 

 

 

 

$

(189,492

)

 

 

 

$

507

 

 

 

 

$

(43,804

)

 

2020

 

 

$

192,886

 

 

 

 

$

51,231

 

 

 

 

$

49,913

 

 

 

 

$

(23,265

)

 

 

 

$

(61,129

)

 

 

 

$

9,536

 

 

 

 

$

219,171

 

 
       
Compensation Actually Paid vs. Total Shareholder Return

Analysis of Information Presented in Pay versus Performance Table

As described in greater detail in “Executive Compensation and Related Information – Compensation Discussion and Analysis,” the Company’s executive compensation program reflects a strong pay-for-performance philosophy with an emphasis on variable, performance-based compensation. While the Company uses several objective metrics to align executive compensation with our financial performance, we do not specifically align such metrics with CAP (as computed in accordance with Item 402(v) of Regulation S-K) for a particular year. In accordance with Item 402(v) of Regulation S-K, the Company is providing the following tables to reflect the relationships between certain of the information presented in the Pay versus Performance table and CAP. The CAP vs. TSR table includes TSR information from the following two peer groups, weighted according to the respective companies’ stock market capitalization at the beginning of each period for which a return is indicated: (1) S&P 600 Materials (Sector), and (2) S&P 600 Industrials (Sector). The TSR information from the S&P 600 Industrials (Sector) is included as supplemental information. The blended weighted TSR of these two peer groups is currently used by the Company to determine the Company’s relative TSR performance for purposes of applying a potential positive or negative modifier in connection with the settlement of the Company’s long-term performance-based incentive awards, as described under “Executive Compensation and Related Information – Compensation Discussion and Analysis – 2024 Long-Term Incentives.”

img87469818_21.jpg

        
Compensation Actually Paid vs. Net Income

Analysis of Information Presented in Pay versus Performance Table

As described in greater detail in “Executive Compensation and Related Information – Compensation Discussion and Analysis,” the Company’s executive compensation program reflects a strong pay-for-performance philosophy with an emphasis on variable, performance-based compensation. While the Company uses several objective metrics to align executive compensation with our financial performance, we do not specifically align such metrics with CAP (as computed in accordance with Item 402(v) of Regulation S-K) for a particular year. In accordance with Item 402(v) of Regulation S-K, the Company is providing the following tables to reflect the relationships between certain of the information presented in the Pay versus Performance table and CAP. The CAP vs. TSR table includes TSR information from the following two peer groups, weighted according to the respective companies’ stock market capitalization at the beginning of each period for which a return is indicated: (1) S&P 600 Materials (Sector), and (2) S&P 600 Industrials (Sector). The TSR information from the S&P 600 Industrials (Sector) is included as supplemental information. The blended weighted TSR of these two peer groups is currently used by the Company to determine the Company’s relative TSR performance for purposes of applying a potential positive or negative modifier in connection with the settlement of the Company’s long-term performance-based incentive awards, as described under “Executive Compensation and Related Information – Compensation Discussion and Analysis – 2024 Long-Term Incentives.”

img87469818_22.jpg

        
Compensation Actually Paid vs. Company Selected Measure

Analysis of Information Presented in Pay versus Performance Table

As described in greater detail in “Executive Compensation and Related Information – Compensation Discussion and Analysis,” the Company’s executive compensation program reflects a strong pay-for-performance philosophy with an emphasis on variable, performance-based compensation. While the Company uses several objective metrics to align executive compensation with our financial performance, we do not specifically align such metrics with CAP (as computed in accordance with Item 402(v) of Regulation S-K) for a particular year. In accordance with Item 402(v) of Regulation S-K, the Company is providing the following tables to reflect the relationships between certain of the information presented in the Pay versus Performance table and CAP. The CAP vs. TSR table includes TSR information from the following two peer groups, weighted according to the respective companies’ stock market capitalization at the beginning of each period for which a return is indicated: (1) S&P 600 Materials (Sector), and (2) S&P 600 Industrials (Sector). The TSR information from the S&P 600 Industrials (Sector) is included as supplemental information. The blended weighted TSR of these two peer groups is currently used by the Company to determine the Company’s relative TSR performance for purposes of applying a potential positive or negative modifier in connection with the settlement of the Company’s long-term performance-based incentive awards, as described under “Executive Compensation and Related Information – Compensation Discussion and Analysis – 2024 Long-Term Incentives.”

img87469818_23.jpg

        
Total Shareholder Return Vs Peer Group

Analysis of Information Presented in Pay versus Performance Table

As described in greater detail in “Executive Compensation and Related Information – Compensation Discussion and Analysis,” the Company’s executive compensation program reflects a strong pay-for-performance philosophy with an emphasis on variable, performance-based compensation. While the Company uses several objective metrics to align executive compensation with our financial performance, we do not specifically align such metrics with CAP (as computed in accordance with Item 402(v) of Regulation S-K) for a particular year. In accordance with Item 402(v) of Regulation S-K, the Company is providing the following tables to reflect the relationships between certain of the information presented in the Pay versus Performance table and CAP. The CAP vs. TSR table includes TSR information from the following two peer groups, weighted according to the respective companies’ stock market capitalization at the beginning of each period for which a return is indicated: (1) S&P 600 Materials (Sector), and (2) S&P 600 Industrials (Sector). The TSR information from the S&P 600 Industrials (Sector) is included as supplemental information. The blended weighted TSR of these two peer groups is currently used by the Company to determine the Company’s relative TSR performance for purposes of applying a potential positive or negative modifier in connection with the settlement of the Company’s long-term performance-based incentive awards, as described under “Executive Compensation and Related Information – Compensation Discussion and Analysis – 2024 Long-Term Incentives.”

img87469818_21.jpg

        
Tabular List, Table

Financial Performance Measures

As described in greater detail in “Executive Compensation and Related Information – Compensation Discussion and Analysis,” the Company’s executive compensation program reflects an objective pay-for-performance philosophy. The metrics that the Company uses for both our short-term and long-term incentive awards are selected based on an overall objective of providing incentives to our named executive officers to increase the value of our enterprise for our shareholders. In addition to Adjusted EBITDA, which is the sole financial performance metric currently used in our short-term incentive plan, and relative TSR, which is included as a modifier to our Adjusted EPS performance in the current design of our long-term incentive plan, the most important financial performance measures used by the Company to measure and internally manage our performance and to align the executive compensation actually paid to our NEOs with the Company’s performance are as follows:

•
Sales
•
Adjusted EBITDA Margin (Percentage of Sales)
•
Earnings per share (EPS)
        
Total Shareholder Return Amount $ 77.41 132.11 145.93 127.98 129.44
Peer Group Total Shareholder Return Amount 165.34 163.68 136.42 145.27 122.68
Net Income (Loss) $ 7,200,000 $ 48,900,000 $ 60,300,000 $ 33,500,000 $ 36,800,000
Company Selected Measure Amount 122,200,000 97,300,000 109,200,000 72,400,000 66,400,000
Peer Group 2 Total Shareholder Return Amount $ 197.28 $ 168.39 $ 127.72 $ 140.98 $ 111.97
Measure:: 1          
Pay vs Performance Disclosure          
Name Sales        
Measure:: 2          
Pay vs Performance Disclosure          
Name Adjusted EBITDA Margin (Percentage of Sales)        
Measure:: 3          
Pay vs Performance Disclosure          
Name Earnings per share (EPS)        
Michael Mc Gaugh [Member]          
Pay vs Performance Disclosure          
PEO Total Compensation Amount $ 4,212,044 3,820,360 3,892,778 2,693,823 2,017,024
PEO Actually Paid Compensation Amount $ (862,208) $ 904,036 $ 7,338,779 $ 2,968,343 $ 2,624,286
PEO Name Mr. McGaugh Mr. McGaugh Mr. McGaugh Mr. McGaugh Mr. McGaugh
Dave Basque [Member]          
Pay vs Performance Disclosure          
PEO Total Compensation Amount $ 1,278,846 $ 0 $ 0 $ 0 $ 0
PEO Actually Paid Compensation Amount $ 859,183 0 0 0 0
PEO Name Dave Basque        
Andrean Horton [Member]          
Pay vs Performance Disclosure          
PEO Total Compensation Amount $ 0 0 0 0 1,048,702
PEO Actually Paid Compensation Amount 0 0 0 0 $ 1,369,766
PEO Name         Andrean Horton
PEO | Michael Mc Gaugh [Member] | Aggregate Grant Date Fair Value of Equity Award Amounts Reported in Summary Compensation Table          
Pay vs Performance Disclosure          
Adjustment to Compensation, Amount (2,309,156) (2,321,216) (2,100,001) (1,419,006) $ (1,249,999)
PEO | Michael Mc Gaugh [Member] | Equity Awards Adjustments, Excluding Value Reported in Compensation Table          
Pay vs Performance Disclosure          
Adjustment to Compensation, Amount (2,765,096) (595,108) 5,546,001 1,693,526 1,857,261
PEO | Michael Mc Gaugh [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 0 1,430,021 3,626,614 1,382,320 1,814,792
PEO | Michael Mc Gaugh [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 (2,379,687) (1,961,566) 1,729,636 202,340 0
PEO | Michael Mc Gaugh [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 0 0
PEO | Michael Mc Gaugh [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 178,789 (188,128) (49,030) 17,292 0
PEO | Michael Mc Gaugh [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 (520,027) 0 0 0 0
PEO | Michael Mc Gaugh [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 (44,172) 124,565 238,780 91,574 42,468
PEO | Dave Basque [Member] | Aggregate Grant Date Fair Value of Equity Award Amounts Reported in Summary Compensation Table          
Pay vs Performance Disclosure          
Adjustment to Compensation, Amount (253,190)        
PEO | Dave Basque [Member] | Equity Awards Adjustments, Excluding Value Reported in Compensation Table          
Pay vs Performance Disclosure          
Adjustment to Compensation, Amount (166,473)        
PEO | Dave Basque [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 54,231        
PEO | Dave Basque [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 (245,552)        
PEO | Dave Basque [Member] | Vesting Date Fair Value of Equity Awards Granted and Vested in Covered Year          
Pay vs Performance Disclosure          
Adjustment to Compensation, Amount 0        
PEO | Dave Basque [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 20,798        
PEO | Dave Basque [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        
PEO | Dave Basque [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 4,049        
PEO | Andrean Horton [Member] | Aggregate Grant Date Fair Value of Equity Award Amounts Reported in Summary Compensation Table          
Pay vs Performance Disclosure          
Adjustment to Compensation, Amount         (389,993)
PEO | Andrean Horton [Member] | Equity Awards Adjustments, Excluding Value Reported in Compensation Table          
Pay vs Performance Disclosure          
Adjustment to Compensation, Amount         711,057
PEO | Andrean Horton [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         566,205
PEO | Andrean Horton [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         138,935
PEO | Andrean Horton [Member] | Vesting Date Fair Value of Equity Awards Granted and Vested in Covered Year          
Pay vs Performance Disclosure          
Adjustment to Compensation, Amount         0
PEO | Andrean Horton [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         (17,261)
PEO | Andrean Horton [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
PEO | Andrean Horton [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         23,178
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 391,831 457,533 183,967 296,973 263,333
Non-PEO NEO | Equity Awards Adjustments, Excluding Value Reported in Compensation Table          
Pay vs Performance Disclosure          
Adjustment to Compensation, Amount (210,183) 123,555 338,212 (43,804) 219,171
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 70,074 328,872 294,838 136,391 192,886
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 (304,942) (97,458) 108,664 4,108 51,231
Non-PEO NEO | Vesting Date Fair Value of Equity Awards Granted and Vested in Covered Year          
Pay vs Performance Disclosure          
Adjustment to Compensation, Amount 22,395 0 0 0 49,913
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 (7,053) (8,998) (2,750) 4,682 (23,265)
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 0 (107,885) (76,160) (189,492) (61,129)
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 $ 9,343 $ 9,023 $ 13,620 $ 507 $ 9,536