Pay vs Performance Disclosure - USD ($)
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12 Months Ended |
Dec. 31, 2023 |
Dec. 31, 2022 |
Dec. 31, 2021 |
Dec. 31, 2020 |
| Pay vs Performance Disclosure [Table] |
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| Pay vs Performance [Table Text Block] |
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PAY
VERSUS PERFORMANCE
As
required by Item 402(v) of Regulation S-K, we are providing the following information about the relationship
between compensation actually paid (CAP), as defined in Item 402(v), and performance.
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Year
(a)
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Summary
Compensation
Table
Total
for Principal
Executive Officer
(PEO)
(b)1
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Compensation
Actually
Paid
to PEO2,3
(c)
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Average
Summary
Compensation Table
Total for Non-PEO
Named Executive
Officers1
(d)
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Average
Compensation
Actually
Paid to
Non-PEO NEOs2,3
(e)
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Value
of Initial Fixed $100
Investment Based On: |
Net
Income
(millions)5
(h)
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Corporate
Operating
Income6
(millions)
(i)
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Total
Shareholder
Return
(f)
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Peer
Group
Total
Shareholder
Return4
(g)
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2023
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$7,299,862
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$10,144,030
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$1,253,550
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$1,604,203
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$125
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$128
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$139.1
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$182.1
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2022
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$7,888,489
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$11,227,698
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$1,375,137
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$1,771,361
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$103
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$112
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$133.0
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$213.3
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2021
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$9,897,900
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$6,603,590
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$1,668,578
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$1,305,876
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$90
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$149
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$93.1
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$131.2
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2020
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$7,454,445
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$5,431,868
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$1,465,583
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$1,135,176
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$89
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$116
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$28.7
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$63.2
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| (1) | | The PEO listed for 2020,
2021, 2022, and 2023 is Patrick S. Williams. The Non-PEO remaining NEOs for 2023 are Ian P. Cleminson, Philip J. Boon, Corbin Barnes,
and David B. Jones. The Non-PEO remaining NEOs for 2021 and 2022 are Ian P. Cleminson, Philip J. Boon, Ian M. McRobbie, and David B.
Jones. The Non-PEO remaining NEOs for 2020 are Ian P. Cleminson, Philip J. Boon, Brian R. Watt, and Ian M. McRobbie. |
| (2) | | The following adjustments
relating to equity awards were made to total compensation for each year to determine CAP: |
| (3) | | For 2023, no adjustments
were made relating to defined benefit and pension plans to determine CAP. |
| (4) | | Represents the cumulative
TSR for the S&P Composite 1500 Specialty Chemicals Index, as disclosed by Innospec for the purposes of Item 201(e) of Regulation
S-K. |
| (5) | | The dollar amounts reported
represent the amount of net income reflected in the Company’s audited financial statements for the applicable year (GAAP Net Income). |
| (6) | | Corporate Operating Income
is the financial performance measure used by the Company in the most recently completed fiscal year to link CAP to the Company’s
performance. Corporate Operating Income is calculated from GAAP Operating Income adjusted to exclude certain one-time/nonrecurring costs
that are not reflective of the Company’s underlying operations, as further described in the Compensation Discussion and Analysis. |
(1)The
PEO listed for 2020, 2021, 2022, and 2023 is Patrick S. Williams. The Non-PEO remaining NEOs
for 2023 are Ian P. Cleminson, Philip J. Boon, Corbin Barnes, and David B. Jones. The Non-PEO
remaining NEOs for 2021 and 2022 are Ian P. Cleminson, Philip J. Boon, Ian M. McRobbie, and
David B. Jones. The Non-PEO remaining NEOs for 2020 are Ian P. Cleminson, Philip J. Boon, Brian R. Watt, and Ian M. McRobbie.
(2)The
following adjustments relating to equity awards were made to total compensation for each year to determine CAP:
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Year
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Value
of Equity Awards
Disclosed
in
the
Summary
Compensation
Table |
Year
End Value of
Equity Awards
Granted
During
the
Covered
Year |
Change
in Fair
Value from Prior
Year End Fair Value
of
Outstanding and
Unvested
Equity
Awards |
Change
in Fair Value from
Prior Year End Fair Value
of Awards
Granted
in
Prior
Years Vesting During
the
Covered Year |
Total
Equity
Award
Adjustments
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2023
PEO |
($4,053,944)
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$4,469,116
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$1,835,594
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$593,402
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$2,844,167
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2023
Average Non-PEO NEOs |
($444,179)
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$485,247
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$249,271
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$60,315
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$350,654
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| (a) | | The valuation methodologies
used to calculate fair values for each measurement date do not materially differ from those used at the time of grant of each respective
award. |
(3)For
2023, no adjustments were made relating to defined benefit and pension plans to determine CAP.
(4)Represents
the cumulative TSR for the S&P Composite 1500 Specialty Chemicals Index, as disclosed
by Innospec for the purposes of Item 201(e) of Regulation S-K.
(5)The
dollar amounts reported represent the amount of net income reflected in the
Company’s audited financial statements for the applicable year (GAAP Net Income).
(6)Corporate
Operating Income is the financial performance measure used by the Company in the most recently
completed fiscal year to link CAP to the Company’s performance. Corporate Operating Income is calculated from GAAP Operating Income
adjusted to exclude certain one-time/nonrecurring costs that are not reflective of the Company’s underlying operations, as further
described in the Compensation Discussion and Analysis.
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| Company Selected Measure Name |
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Corporate
Operating Income
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| Named Executive Officers, Footnote [Text Block] |
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(1)The
PEO listed for 2020, 2021, 2022, and 2023 is Patrick S. Williams. The Non-PEO remaining NEOs
for 2023 are Ian P. Cleminson, Philip J. Boon, Corbin Barnes, and David B. Jones. The Non-PEO
remaining NEOs for 2021 and 2022 are Ian P. Cleminson, Philip J. Boon, Ian M. McRobbie, and
David B. Jones. The Non-PEO remaining NEOs for 2020 are Ian P. Cleminson, Philip J. Boon, Brian R. Watt, and Ian M. McRobbie.
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| PEO Total Compensation Amount |
[1] |
$ 7,299,862
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$ 7,888,489
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$ 9,897,900
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$ 7,454,445
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| PEO Actually Paid Compensation Amount |
[2],[3] |
$ 10,144,030
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11,227,698
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6,603,590
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5,431,868
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| Adjustment To PEO Compensation, Footnote [Text Block] |
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Year
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Value
of Equity Awards
Disclosed
in
the
Summary
Compensation
Table |
Year
End Value of
Equity Awards
Granted
During
the
Covered
Year |
Change
in Fair
Value from Prior
Year End Fair Value
of
Outstanding and
Unvested
Equity
Awards |
Change
in Fair Value from
Prior Year End Fair Value
of Awards
Granted
in
Prior
Years Vesting During
the
Covered Year |
Total
Equity
Award
Adjustments
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2023
PEO |
($4,053,944)
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$4,469,116
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$1,835,594
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$593,402
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$2,844,167
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2023
Average Non-PEO NEOs |
($444,179)
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$485,247
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$249,271
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$60,315
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$350,654
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| (a) | | The valuation methodologies
used to calculate fair values for each measurement date do not materially differ from those used at the time of grant of each respective
award. |
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| Non-PEO NEO Average Total Compensation Amount |
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$ 1,253,550
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1,375,137
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1,668,578
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1,465,583
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| Non-PEO NEO Average Compensation Actually Paid Amount |
[2],[3] |
$ 1,604,203
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1,771,361
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1,305,876
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1,135,176
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| Adjustment to Non-PEO NEO Compensation Footnote [Text Block] |
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Year
|
Value
of Equity Awards
Disclosed
in
the
Summary
Compensation
Table |
Year
End Value of
Equity Awards
Granted
During
the
Covered
Year |
Change
in Fair
Value from Prior
Year End Fair Value
of
Outstanding and
Unvested
Equity
Awards |
Change
in Fair Value from
Prior Year End Fair Value
of Awards
Granted
in
Prior
Years Vesting During
the
Covered Year |
Total
Equity
Award
Adjustments
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2023
PEO |
($4,053,944)
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$4,469,116
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$1,835,594
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$593,402
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$2,844,167
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2023
Average Non-PEO NEOs |
($444,179)
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$485,247
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$249,271
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$60,315
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$350,654
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| (a) | | The valuation methodologies
used to calculate fair values for each measurement date do not materially differ from those used at the time of grant of each respective
award. |
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| Compensation Actually Paid vs. Total Shareholder Return [Text Block] |
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The
graphics below depict the relationship between CAP and Company TSR, S&P Composite 1500 Specialty Chemicals Index TSR (referred to
as the “peer group TSR” for purposes of 402(v)), and financial performance.
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| Compensation Actually Paid vs. Net Income [Text Block] |
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The
graphics below depict the relationship between CAP and Company TSR, S&P Composite 1500 Specialty Chemicals Index TSR (referred to
as the “peer group TSR” for purposes of 402(v)), and financial performance.
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| Total Shareholder Return Vs Peer Group [Text Block] |
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The
graphics below depict the relationship between CAP and Company TSR, S&P Composite 1500 Specialty Chemicals Index TSR (referred to
as the “peer group TSR” for purposes of 402(v)), and financial performance.
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| Tabular List [Table Text Block] |
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Tabular
List of Financial Performance Measures
The
most important financial performance measures used by the Company to link executive CAP to the Company’s PEO and NEOs, for the most
recently completed fiscal year, to the Company’s performance are as follows:
| • | | Corporate
Operating Income |
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| Total Shareholder Return Amount |
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$ 125
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103
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90
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89
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| Peer Group Total Shareholder Return Amount |
[4] |
128
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112
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149
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116
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| Net Income (Loss) Attributable to Parent |
[5] |
$ 139,100,000
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$ 133,000,000.0
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$ 93,100,000
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$ 28,700,000
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| Company Selected Measure Amount |
[6] |
182,100,000
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213,300,000
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131,200,000
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63,200,000
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| PEO Name |
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Patrick S. Williams
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Patrick S. Williams
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Patrick S. Williams
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Patrick S. Williams
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| Measure [Axis]: 1 |
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| Pay vs Performance Disclosure [Table] |
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| Measure Name |
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Corporate
Operating Income
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| Measure [Axis]: 2 |
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| Pay vs Performance Disclosure [Table] |
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| Measure Name |
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Operating
Income (GAAP)
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| Measure [Axis]: 3 |
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| Pay vs Performance Disclosure [Table] |
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| Measure Name |
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EPS
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| Measure [Axis]: 4 |
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| Pay vs Performance Disclosure [Table] |
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| Measure Name |
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Cash
Flow
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| Measure [Axis]: 5 |
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| Pay vs Performance Disclosure [Table] |
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| Measure Name |
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Revenue
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| Measure [Axis]: 6 |
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| Pay vs Performance Disclosure [Table] |
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| Measure Name |
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Relative
TSR
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| PEO [Member] | Value of Equity Awards Disclosed in the Summary Compensation Table |
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| Pay vs Performance Disclosure [Table] |
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| Adjustment to Compensation Amount |
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$ (4,053,944)
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| PEO [Member] | Year End Value of Equity Awards Granted During the Covered Year |
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| Pay vs Performance Disclosure [Table] |
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| Adjustment to Compensation Amount |
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4,469,116
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| PEO [Member] | Change in Fair Value from Prior Year End Fair Value of Outstanding and Unvested Equity Awards |
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| Pay vs Performance Disclosure [Table] |
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| Adjustment to Compensation Amount |
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1,835,594
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| PEO [Member] | Change in Fair Value from Prior Year End Fair Value of Awards Granted in Prior Years Vesting During the Covered Year |
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| Pay vs Performance Disclosure [Table] |
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| Adjustment to Compensation Amount |
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593,402
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| PEO [Member] | Total Equity Award Adjustments |
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| Pay vs Performance Disclosure [Table] |
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| Adjustment to Compensation Amount |
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2,844,167
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| Non-PEO NEO [Member] | Value of Equity Awards Disclosed in the Summary Compensation Table |
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| Pay vs Performance Disclosure [Table] |
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| Adjustment to Compensation Amount |
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(444,179)
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| Non-PEO NEO [Member] | Year End Value of Equity Awards Granted During the Covered Year |
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| Pay vs Performance Disclosure [Table] |
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| Adjustment to Compensation Amount |
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485,247
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| Non-PEO NEO [Member] | Change in Fair Value from Prior Year End Fair Value of Outstanding and Unvested Equity Awards |
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| Pay vs Performance Disclosure [Table] |
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| Adjustment to Compensation Amount |
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249,271
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| Non-PEO NEO [Member] | Change in Fair Value from Prior Year End Fair Value of Awards Granted in Prior Years Vesting During the Covered Year |
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| Pay vs Performance Disclosure [Table] |
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| Adjustment to Compensation Amount |
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60,315
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| Non-PEO NEO [Member] | Total Equity Award Adjustments |
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| Pay vs Performance Disclosure [Table] |
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| Adjustment to Compensation Amount |
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$ 350,654
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