Share-Based Compensation

12 Months Ended

Dec. 31, 2023

Share-Based Payment Arrangement, Noncash Expense [Abstract]

Share-Based Compensation

14.Share-Based Compensation

The Company has a long-term equity incentive plan, which allows for grants of restricted stock, performance awards, stock appreciation rights, and stock options to directors, officers, and employees, as well as others who engage in services for PCA. On February 25, 2020, our board of directors approved, and, on May 5, 2020, our stockholders approved, the amendment and restatement of the plan. The amendment extended the plan’s term to May 5, 2030 and increased the number of shares of common stock available for issuance under the plan by 1.4 million shares. The total number of shares authorized for past and future awards is 12.0 million shares.

As of December 31, 2023, assuming performance units are paid out at the target level of performance, 0.7 million shares were available for future grants under the current plan. Forfeitures are added back to the pool of shares of common stock available to be granted at a future date.

Restricted Stock

Restricted stock awards granted to officers and employees generally vest at the end of a four-year period, and restricted stock awards granted to directors vest immediately. A summary of the Company’s restricted stock activity follows:

	2023					2022					2021
	Shares			Weighted Average Grant- Date Fair Value		Shares			Weighted Average Grant- Date Fair Value		Shares			Weighted Average Grant- Date Fair Value
Restricted stock at January 1		655,914		$	117.14		651,448		$	109.16		669,102		$	102.55
Granted		196,821			134.68		175,047			145.63		173,970			134.10
Vested (a)		(174,139	)		97.86		(153,171	)		115.33		(182,779	)		108.59
Forfeitures		(6,873	)		129.74		(17,410	)		120.68		(8,845	)		111.73
Restricted stock at December 31		671,723		$	127.15		655,914		$	117.14		651,448		$	109.16

(a)The total fair value of awards upon vesting for the years ended December 31, 2023, 2022, and 2021 was $22.7 million, $21.8 million, and $24.8 million, respectively.

Performance Units

Performance unit awards granted to certain officers are earned based on the achievement of defined performance rankings of Return on Invested Capital (ROIC) or Total Shareholder Return (TSR) compared to ROIC and TSR for peer companies. ROIC performance unit awards vest four years after the grant date, while TSR performance unit awards vest approximately three years after the grant date. Both ROIC and TSR performance units are paid out entirely in shares of the Company’s common stock. A summary of the Company’s performance unit activity follows:

	2023					2022					2021
	Units			Weighted Average Grant- Date Fair Value		Units			Weighted Average Grant- Date Fair Value		Units			Weighted Average Grant- Date Fair Value
Performance units at January 1		358,449		$	109.89		358,092		$	105.38		357,417		$	103.63
Granted		146,331			140.09		133,017			148.71		95,236			140.47
Vested (b)		(132,003	)		117.03		(132,404	)		136.62		(74,894	)		134.53
Forfeitures		—			—		(256	)		145.26		(19,667	)		132.58
Performance units at December 31		372,777		$	119.22		358,449		$	109.89		358,092		$	105.38

(b)The total fair value of awards upon vesting, including dividends, for the years ended December 31, 2023, 2022, and 2021 was $19.3 million, $19.7 million, and $11.0 million, respectively. Upon vesting of the awards in 2023, 2022, and 2021, PCA issued 146,631 shares, 144,193 shares, and 81,577 shares, respectively. For 2023, 2022, and 2021, these amounts included 14,628 shares, 11,789 shares, and 6,683 shares, respectively, for dividends accrued during the vesting period.

Compensation Expense

Our share-based compensation expense is recorded in “Cost of sales” and “Selling, general, and administrative expenses” Compensation expense for share-based awards recognized in the Consolidated Statements of Income, net of forfeitures was as follows (dollars in millions):

	Year Ended December 31,
	2023			2022			2021
Restricted stock	$	25.5		$	22.5		$	23.0
Performance units		14.5			13.1			12.5
Impact on income before income taxes		40.0			35.6			35.5
Income tax benefit		(10.0	)		(8.9	)		(8.9	)
Impact on net income	$	30.0		$	26.7		$	26.6

The fair value of restricted stock is determined based on the closing price of the Company’s stock on the grant date. Compensation expense, net of estimated forfeitures, is recorded over the requisite service period. As PCA’s Board of Directors has the ability to accelerate the vesting of these awards upon an employee’s retirement, the Company accelerates the recognition of compensation expense for certain employees approaching normal retirement age.

For performance unit awards made in 2023, 2022, and 2021, in terms of grant date value, 50% used total shareholder return (TSR) as the performance measure and 50% used return on invested capital (ROIC) as the performance measure. All units awarded before 2018 used ROIC as the performance measure. The ROIC component of performance unit awards is valued based on the closing price of the stock on the grant date. As the ROIC component contains a performance condition, compensation expense, net of estimated forfeitures, is recorded over the requisite service period based on the most probable number of awards expected to vest. The TSR component of performance unit awards is valued using a Monte Carlo simulation as the TSR component contains a market condition. The Monte Carlo simulation estimates the fair value of the TSR component based on the expected term of the award, a risk-free interest rate, expected dividends, and expected volatility of the Company’s common stock and the common stock of the peer companies. Compensation expense is recorded ratably over the expected term of the award.

The unrecognized compensation expense for all share-based awards was as follows (dollars in millions):

	December 31, 2023
	Unrecognized Compensation Expense		Remaining Weighted Average Recognition Period (in years)
Restricted stock	$	27.8	2.4
Performance units		22.5	2.2
Total unrecognized share-based compensation expense	$	50.3		2.3

We evaluate share-based compensation expense on a quarterly basis based on our estimate of expected forfeitures, review of recent forfeiture activity, and expected future turnover. We recognize the effect of adjusting the forfeiture rate for all expense amortization in the period that we change the forfeiture estimate. The effect of forfeiture adjustments was insignificant in all periods presented.