SHAREHOLDERS' EQUITY

3 Months Ended

Mar. 31, 2025

SHAREHOLDERS’ EQUITY

Share-Based Compensation

Performance share unit awards ("PSUs") consist of shares or the rights to shares of the Company's stock which are awarded to associates of the Company. In the first quarter of 2025, the Company issued 101,583 Performance Share Units ("2025 PSUs"), which have a performance period of three years, vest three years from the grant date and are issued at a performance target of 100%. These shares are payable upon the determination that the Company achieved certain established performance targets. The 2025 PSUs include three performance criteria that are equally weighted: Total Shareholder Return (returns relative to the S&P 900 Industrials peer group), Return on Invested Capital, and Synergy Achievement. The targeted payout for each performance target can range from —% to 200%. The 2025 PSUs also include a revenue multiplier, which allows for up to 300% total payout based on the Company's revenue growth over a three-year period from 2025 through 2027. PSUs issued in 2024 and 2023 had a performance criteria based on Total Shareholder Return. The portion of PSUs with a performance criteria using Total Shareholder Return are valued using a Monte Carlo simulation method as of the grant date since it contains a market condition. The portion of PSUs with performance criteria based on Return on Invested Capital and Synergy Achievement are valued using the closing market price of the Company's stock as of the grant date. As set forth in the individual grant agreements, acceleration of vesting may occur under a change in control, death or disability. There are no voting rights with these instruments until vesting occurs and a share of stock is issued.

The Company recognized approximately $9.5 million and $9.1 million in share-based compensation expense for the three months ended March 31, 2025 and March 31, 2024, respectively. The total income tax benefit recognized in the Condensed Consolidated Statements of Income for share-based compensation expense was $1.1 million and $2.1 million for the three months ended March 31, 2025 and March 31, 2024, respectively. The Company recognizes compensation expense on grants of share-based compensation awards on a straight-line basis over the vesting period of each award.

During the three months ended March 31, 2025, the Company granted the following share-based incentive awards:


Award Type	Number of Awards	Weighted Average Grant-Date Fair Value


Restricted Stock Units	178,641	$	133.37
Performance Share Units	101,583	$	139.03