Postretirement Benefit Plans

12 Months Ended

Dec. 31, 2022

Retirement Benefits [Abstract]

Postretirement Benefit Plans

13. Postretirement Benefit Plans

Defined Benefit Plans

The Company sponsors various funded qualified and unfunded non-qualified defined benefit pension plans, the most significant of which cover employees in the U.S. and U.K. locations. The various U.S. defined benefit pension plans were amended during the years 2005-2008 to freeze the plans by stopping the accrual of service benefits. The U.K. defined benefit pension plan was frozen in 2006. Benefits earned through the freeze dates are available to participants when they retire, in accordance with the terms of the plans. The Company established defined contribution plans to replace the frozen defined benefit pension plans.

Obligations and Funded Status at December 31

	United States						United Kingdom
(In thousands)	2022			2021			2022			2021
Change in benefit obligation
Benefit obligation at beginning of year	$	174,863		$	187,371		$	23,276		$	25,526
Interest cost		4,923			4,671			374			357
Actuarial income		(40,420	)		(8,682	)		(7,333	)		(1,171	)
Benefits paid		(8,899	)		(8,497	)		(709	)		(1,198	)
Foreign exchange impact		—			—			(2,322	)		(238	)
Benefit obligation at end of year	$	130,467		$	174,863		$	13,286		$	23,276

	United States						United Kingdom
(In thousands)	2022			2021			2022			2021
Change in plan assets
Fair value of plan assets at beginning of year	$	178,574		$	175,336		$	27,464		$	28,504
Actual return on plan assets		(33,187	)		11,459			(9,393	)		(78	)
Employer contributions		256			276			536			526
Benefits paid		(8,899	)		(8,497	)		(709	)		(1,198	)
Foreign exchange impact		—			—			(2,735	)		(290	)
Fair value of plan assets at end of year	$	136,744		$	178,574		$	15,163		$	27,464
Over funded status at end of year	$	6,277		$	3,711		$	1,877		$	4,188

The amounts recognized in the consolidated balance sheets at December 31 consisted of:

	United States						United Kingdom
(In thousands)	2022			2021			2022		2021
Non-current assets	$	8,700		$	7,166		$	1,877	$	4,188
Current liability		(278	)		(290	)		—		—
Non-current liability		(2,145	)		(3,165	)		—		—
Net amount recognized	$	6,277		$	3,711		$	1,877	$	4,188

The amounts recognized in accumulated other comprehensive income at December 31 consisted of:

	United States				United Kingdom
(In thousands)	2022		2021		2022		2021
Net actuarial loss	$	18,801	$	19,508	$	6,188	$	3,767

At December 31, 2022 and 2021 there were no pension plans with projected benefit obligations in excess of plan assets.

Components of Net Periodic Benefit Cost and Other Amounts Recognized in Other Comprehensive Income

Net periodic benefit costs for the years ended December 31, 2022, 2021 and 2020, were as follows:

	United States									United Kingdom
(In thousands)	2022			2021			2020			2022			2021			2020
Interest cost	$	4,923		$	4,671		$	5,668		$	374		$	357		$	445
Expected return on plan assets		(8,802	)		(10,348	)		(9,747	)		(399	)		(320	)		(548	)
Amortization of net actuarial loss		2,277			4,444			4,262			9			129			79
Net periodic benefit cost	$	(1,602	)	$	(1,233	)	$	183		$	(16	)	$	166		$	(24	)

Other changes in plan assets and benefit obligations recognized in other comprehensive income for the years ended December 31, 2022, 2021 and 2020, were as follows:

	United States									United Kingdom
(In thousands)	2022			2021			2020			2022			2021			2020
Net actuarial (gain) loss	$	1,570		$	(9,793	)	$	336		$	2,430		$	(757	)	$	272
Amortization of net actuarial loss		(2,277	)		(4,444	)		(4,262	)		(9	)		(129	)		(79	)
Total recognized in other comprehensive    income	$	(707	)	$	(14,237	)	$	(3,926	)	$	2,421		$	(886	)	$	193
Total recognized in net periodic benefit    cost and other comprehensive income	$	(2,309	)	$	(15,470	)	$	(3,743	)	$	2,405		$	(720	)	$	169

Estimated Future Benefit Payments

(In thousands)	United States		United Kingdom
2023	$	9,267	$	531
2024		9,575		558
2025		9,826		583
2026		10,003		623
2027		10,118		647
2028-2032		50,301		3,800

Assumptions

The weighted-average assumptions used to determine benefit obligations at December 31 were as follows:

	United States						United Kingdom
	2022			2021			2022			2021
Discount rate		5.50	%		2.90	%		5.00	%		1.80	%

The weighted-average assumptions used to determine net periodic benefit costs for years ended December 31 were as follows:

	United States									United Kingdom
	2022			2021			2020			2022			2021			2020
Discount rate		2.90	%		2.60	%		3.30	%		1.80	%		1.40	%		2.10	%
Expected long-term return on plan assets		5.50	%		6.75	%		6.75	%		1.61	%		1.13	%		2.30	%

In addition to the above assumptions, the Company uses a market-related value of assets approach to calculate the expected return on the plan assets component of U.S. net periodic benefit cost. The market-related value equals the fair value of plan assets with five-year smoothing of asset gains or losses. Asset gains are subtracted or losses added in the following way: 80 percent of the prior year’s gain or loss; 60 percent of the second preceding year’s gain or loss; 40 percent of the third preceding year’s gain or loss; and 20 percent of the fourth preceding year’s gain or loss. Gains or losses for the year are calculated as the difference between the expected fair value of assets and the actual fair value of assets.

Investment Strategies and Policies

U.S. Plans

Plan assets are predominantly invested using a combination of active and passive investment strategies. An investment management firm hires and monitors underlying investment management firms for each asset category. Equity managers within each category cover a range of investment styles and approaches, including both active and passive, and are combined in a way that controls for capitalization, style biases, and country exposure versus benchmark indexes. While active equity managers focus primarily on stock selection to improve returns, fixed income managers seek to reduce the volatility of the plan’s funded status by matching the duration with the plan’s liability while seeking to improve returns through security selection, sector allocation and yield curve management. Real estate exposure is now categorized within mid cap equity.

Risk is diversified among multiple asset categories, managers, styles, and securities. The investment management firm recommends asset allocations based on the time horizon available for investment, funded status, the nature of the plan cash flows and liabilities and other factors. The asset allocation targets are approved by the Company’s Plan Committee.

Available investment categories include:

Equities: Common stocks of large, medium, and small companies (company stock), including both U.S. and non-U.S. based companies. The long-term target allocation for equities, excluding Company stock, is approximately 25 percent and the total equity target is 35 percent, including allocation to the Company’s common stock.

Fixed Income (Debt): Bonds or notes issued or guaranteed by the U.S. government, and to a lesser extent, by non-U.S. governments, or by their agencies or branches, mortgage-backed securities, including collateralized mortgage obligations, corporate bonds, municipal bonds and dollar-denominated debt securities issued in the U.S. by non-U.S. banks and corporations. A small percentage of the fixed income assets may be in debt securities that are below investment grade. The target allocation for fixed income is 63 percent. The fixed income portfolio has a duration similar to the plan’s liability stream and is designed to perform consistent with the movement of the plan’s liabilities.

Employer Securities: The retirement plans also hold shares of the Company’s common stock, which are purchased or sold by the trustee from time to time, as directed by the Plan Committee. At the direction of the Plan Committee, the plans sold 33,983 shares of the Company’s common stock to the Company’s employee stock ownership plan (ESOP) trust on February 17, 2022. In 2021, the plans sold 31,362 shares to the Company’s ESOP trust on February 24, 2021. In 2020, the plans sold 32,706 shares to the Company’s ESOP trust on February 24, 2020.

In addition to these primary investment types, excess cash may be invested in futures in order to efficiently achieve more fully invested portfolio positions. Otherwise, a small number of investment managers may make limited use of derivatives, including futures contracts, options on futures and interest rate swaps in place of direct investment in securities to efficiently achieve equivalent market positions. Derivatives are not used to leverage portfolios.

The target allocation for cash is two percent of plan assets.

U.K. Plan

The objective of the U.K. defined benefit pension fund investment strategy is to maximize the long-term rate of return on plan assets within a medium level of risk in order to minimize the cost of providing pension benefits. To that end, the plan assets are invested in an actively managed pooled fund of funds that diversifies its holdings among equity securities, debt securities, property and cash. Essentially, the plan is to hold equity instruments to back the benefits of participants yet to retire and bonds and cash to back current pensioners. Although there are no formal target allocations for the plan assets, the overall strategy is to achieve a mix of investments for long-term growth and near-term benefit payments with a wide diversification of asset types. Equity securities are selected from U.K., European, U.S. and emerging market companies. Bonds include U.K. and other countries’ government notes and corporate debt of U.K and non-U.K. companies. There are no specific prohibited investments, but the current managed fund will not allocate assets to derivatives or other financial hedging instruments. Plan trustees meet regularly with the fund manager to assess the fund’s performance

and to reassess investment strategy. At December 31, 2022, the pension asset allocation was 11 percent equities, 75 percent fixed income, four percent insurance contracts, and ten percent cash.

Included in plan assets are insurance contracts purchased by the plan trustees to provide pension payments for specific retirees. In past years, at the time a plan participant retired, the plan trustee would periodically purchase insurance contracts to cover the future payments due the retiree. This practice is no longer followed. The contracts are revocable, and the related plan obligations are not considered settled. Therefore, the plan assets and obligations include the insured amounts.

Plan Assets

U.S. Plans

The Company’s asset allocations for its U.S. pension plans at December 31, 2022 and 2021, by asset category, were as follows:

	December 31, 2022
(In thousands)	Level 1		Level 2		Level 3		Total
Cash and Cash Equivalents	$	7,531	$	—	$	—	$	7,531
Equity Securities
U.S. Equities		21,279		—		—		21,279
Non-U.S. Equities		9,788		—		—		9,788
Employer Securities		17,970		—		—		17,970
Total Equities		49,037		—		—		49,037
Fixed Income Securities
U.S. Corporate Bonds		—		51,444		—		51,444
U.S. Government and Agency Bonds		15,627		2,628		—		18,255
Other Bonds		—		10,477		—		10,477
Total Fixed Income		15,627		64,549		—		80,176
Total	$	72,195	$	64,549	$	—	$	136,744

	December 31, 2021
(In thousands)	Level 1		Level 2		Level 3		Total
Cash and Cash Equivalents	$	10,918	$	—	$	—	$	10,918
Equity Securities
U.S. Equities		25,083		—		—		25,083
Non-U.S. Equities		12,544		—		—		12,544
Employer Securities		25,204		—		—		25,204
Total Equities		62,831		—		—		62,831
Fixed Income Securities
U.S. Corporate Bonds		—		69,073		—		69,073
U.S. Government and Agency Bonds		20,072		2,845		—		22,917
Other Bonds		—		12,835		—		12,835
Total Fixed Income		20,072		84,753		—		104,825
Total	$	93,821	$	84,753	$	—	$	178,574

Plan Asset Valuation Methodology

Following is a description of the valuation methodologies used for plan assets measured at fair value.

Individual equity securities, including employer securities, are valued by Standard & Poor’s Securities Evaluations as determined by quoted market prices on the New York Stock Exchange or other active trading markets. Both market pricing and future cash flow analysis may be used in the pricing process as follows:

Level 1 – Equities are valued according to the exchange-quoted market prices of the underlying investments. Level 1 fixed income securities are U.S. government securities and are valued according to quoted prices from active markets.

Level 2 – Fixed income investments without equivalent trading exchanges are valued primarily through a technique known as “future cash flow approach” which is based on what bondholders can reasonably expect to receive based upon an issuer’s current financial condition. Pricing analysts prepare cash flow forecasts and utilize one or two pricing models to arrive at an evaluated price. These models include factors such as the interest rate on the coupon, maturity, rating, cash flow projections and other factors.

Level 3 – no investments held during 2022 or 2021 were categorized as Level 3.

U.K. Plan

The Company’s asset allocations for its U.K. pension plans at December 31, 2022 and 2021, by asset category, were as follows:

	December 31, 2022
(In thousands)	Level 1		Level 2		Level 3		Total
Cash		—	$	1,448	$	—	$	1,448
Equity Securities
Pooled Pension Funds		—		1,688		—		1,688
Fixed Income
Pooled Pension Funds		—		11,350		—		11,350
Insurance Contracts		—		—		677		677
Total	$	—	$	14,486	$	677	$	15,163

	December 31, 2021
(In thousands)	Level 1		Level 2		Level 3		Total
Cash	$	—	$	2,414	$	—	$	2,414
Equity Securities
Pooled Pension Funds		—		3,715		—		3,715
Fixed Income
Pooled Pension Funds		—		20,332		—		20,332
Insurance Contracts		—		—		1,003		1,003
Total	$	—	$	26,461	$	1,003	$	27,464

Units of each of the pooled funds are valued by the trustee based on quoted market prices of the underlying investments (the underlying assets are either exchange traded or have readily available markets).

Fair value changes within asset categories for which fair value measurements use significant unobservable inputs (Level 3) were as follows during 2022 and 2021:

(In thousands)	Insurance Contracts
Fair value, December 31, 2020	$	1,159
Sale proceeds (benefit payments)		(131	)
Change in unrealized gain		(15	)
Foreign exchange impact		(10	)
Fair value, December 31, 2021	$	1,003
Sale proceeds (benefit payments)		(104	)
Change in unrealized gain		(120	)
Foreign exchange impact		(102	)
Fair value, December 31, 2022	$	677

Long-term Rate of Return for Plan Assets

U.S. Plans

The overall expected long-term rate of return on assets of 5.50 percent that was used to develop the 2022 pension expense is based on plan asset allocation, capital markets forecasts and expected benefits of active investment management. For fixed income, the expected return is 4.05 percent. This assumption includes the yield on the five-year zero-coupon U.S. Treasury bond as the base rate along with historical data from the U.S. Treasury yield curve. For equities, the expected return is 7.98 percent for U.S. and international equities. This return is based on a blended average of three different statistical models that each incorporates multiple factors, including forecasts relating to inflation, Gross Domestic Product, and the Fed Funds Target Rate.

The overall investment return forecast reflects the target allocations and the capital markets forecasts for each asset category, plus a premium for active asset management expected over the long-term.

U.K. Plan

The overall expected long-term return on plan assets is a weighted-average of the expected long-term returns for equity securities, debt securities and other assets. The redemption yield at the measurement date on U.K. government fixed interest bonds and the yield on corporate bonds are used as proxies for the return on the debt portfolio. The returns for equities and property are estimated as a premium of 3.0 percent added to the risk-free rate. Cash is assumed to have a long-term return of 3.5 percent.

Other Defined Benefit Plans

The Company maintains funded and unfunded defined benefit plans in other foreign locations. The liabilities and expenses associated with these plans, individually and collectively, are not material to the Company’s consolidated financial statements. Discount rates for these plans are determined based on local interest rates and plan participant data.

Cash Flows

As a result of pension funding relief included in the Highway and Transportation Funding Act of 2014, the Company does not expect to make any 2023 contributions to the funded U.S. qualified defined benefit plans. The Company expects to contribute $278,000 in 2023 to the unfunded non-qualified U.S. pension plans. The Company expects to contribute $451,000 to the U.K. defined benefit plan in 2023.

Defined Contribution Plans

The Company sponsors retirement savings defined contribution retirement plans that cover eligible U.S. and U.K. employees. The Company’s U.S. retirement plans include two qualified plans, one of which is a 401(k) plan and one of which is an employee stock ownership plan (ESOP), and one non-qualified supplemental executive plan. Prior to 2018, the Company made profit sharing contributions into the qualified retirement plans for its U.S. employees and starting in 2018 made profit sharing contributions into the qualified retirement plans for U.S. employees and for certain non-U.S. employees. Profit sharing contributions were determined using a formula applied to Company earnings. In 2020, 2021 and 2022, profit sharing contributions for U.S. employees were made to the ESOP trust. Profit sharing contributions are allocated to participant accounts on the basis of participant base earnings.

Defined contribution expenses for the Company’s qualified defined contribution plans and statutory profit sharing contributions were as follows:

(In thousands)	2022		2021		2020
Retirement contributions	$	8,556	$	8,134	$	8,035
Profit sharing contributions		5,276		5,081		6,107
Total	$	13,832	$	13,215	$	14,142

The Company has a rabbi trust to fund the obligations of its non-qualified supplemental executive defined contribution plans (supplemental plans). The trust comprises various mutual fund investments selected by the participants of the supplemental plans. In accordance with the accounting guidance for rabbi trust arrangements, the assets of the trust and the obligations of the supplemental plans are reported on the Company’s consolidated balance sheet. The Company elected the fair value option for the mutual fund investment assets so that offsetting changes in the mutual fund values and defined contribution plan obligations would be recorded in earnings in the same period. Therefore, the mutual funds are reported at fair value with any subsequent changes in fair value recorded in the income statement. The supplemental plan liabilities increase (i.e., supplemental plan expense is recognized) when the value of the trust assets appreciate and decrease (i.e., supplemental plan income is recognized) when the value of the trust assets decline. At December 31, 2022 and 2021, the trust asset balances were $376,000 and $2,146,000, respectively, and the supplemental plan liability balances were $446,000 and $2,221,000, respectively. The differences between the trust asset balances and the supplemental liability balances were due to estimated liabilities that were not funded until after the end of the year when the actual liabilities were determined.

Certain foreign locations are required by law to make profit sharing contributions to employees based on statutory formulas. For the years ended December 31, 2022, 2021 and 2020, the Company recognized $421,000, $219,000 and $1,679,000, respectively, of statutory profit sharing expense that is included in the table above.

In all Company locations, approximately 85 percent of union and non-union employees are eligible for either the Company’s sponsored or statutory profit sharing contributions and 100 percent of U.S. based union and non-union employees are eligible for the Company’s sponsored profit sharing contribution.