Definitive proxy statements

Pay vs Performance Disclosure

v3.23.1
Pay vs Performance Disclosure
12 Months Ended 36 Months Ended
Dec. 31, 2022
USD ($)
Dec. 31, 2021
USD ($)
Dec. 31, 2020
USD ($)
Dec. 31, 2022
Pay vs Performance Disclosure [Table]        
Pay vs Performance [Table Text Block]      

Pay Versus Performance

 

In accordance with rules adopted by the Securities and Exchange Commission, we provide the following disclosure regarding executive compensation for our principal executive officer (“PEO”) and Non-PEO NEOs and Company performance for the fiscal years listed below. The Compensation Committee did not consider the pay versus performance disclosure below in making its pay decisions for any of the years shown.

 

    Summary
Compensation
Table Total for
PEO(1)
($)
      Compensation
Actually Paid
to PEO(1)(2)(3)
($)
      Average
Summary
Compensation
Table Total
for Non-PEO
NEOs(1)
($)
      Average
Compensation
Actually Paid
to Non-PEO
NEOs(1)(2)(3)
($)
     

Value of Initial Fixed $100
Investment based on:(4)
       
 
 
Year
              TSR
($)
      Peer Group
TSR
($)
      Net Income(5)
($ Millions)
      Adjusted
EBITDA(6)
($ Millions)
(a)   (b)   (c)   (d)   (e)   (f)   (g)   (h)   (i)
2022   37,245,853   (19,023,223)   3,705,930   (4,976,312)   142.15   94.38   700   1,722
2021   16,065,575   84,901,421   3,997,020   13,836,953   212.44   116.82   749   1,670
2020   13,701,224   50,134,364   3,470,581   8,371,189   139.00   86.25   526   1,495
(1) The PEO for each year was Mark W. Begor. The Non-PEO NEOs for each year were John W. Gamble, Jr., Rodolfo O. Ploder, Bryson R. Koehler and Sid Singh. In addition, John J. Kelley III was also a Non-PEO NEO for 2022.
(2) The amounts shown for Compensation Actually Paid have been calculated in accordance with Item 402(v) of Regulation S-K and do not reflect compensation actually earned, realized, or received by the Company’s NEOs. These amounts reflect the Summary Compensation Table total with certain adjustments as described in footnote 3 below.
(3) Compensation Actually Paid reflects the exclusions and inclusions of certain amounts for the PEO and the Non-PEO NEOs as set forth below. Equity values are calculated in accordance with FASB ASC Topic 718. Amounts in the Exclusion of Stock Awards and Option Awards column are the totals from the Stock Awards and Option Awards columns set forth in the Summary Compensation Table. Amounts in the Exclusion of Change in Pension Value column reflect the amounts attributable to the Change in Pension Value reported in the Summary Compensation Table. Amounts in the Inclusion of Pension Service Cost are based on the service cost for services rendered during the listed year.
   
  Year     Summary
Compensation
Table Total for PEO
($)
     Exclusion of
Change in Pension
Value for PEO
($)
     Exclusion of Stock
Awards and Option
Awards for PEO
($)
     Inclusion of
Pension Service
Cost for PEO
($)
     Inclusion of
Equity Values
for PEO
($)
     Compensation
Actually Paid
to PEO
($)
  2022   37,245,853     (35,099,949)     (21,169,127)   (19,023,223)
  2021   16,065,575     (10,100,018)     78,935,864   84,901,421
  2020   13,701,224     (8,100,093)     44,533,233   50,134,364
                           
  Year   Average Summary
Compensation
Table Total for
Non-PEO NEOs
($)
  Average Exclusion
of Change in
Pension Value for
Non-PEO NEOs
($)
  Average Exclusion
of Stock Awards
and Option Awards
for Non-PEO NEOs
($)
  Average Inclusion
of Pension Service
Cost for Non-PEO
NEOs
($)
  Average Inclusion
of Equity Values
for Non-PEO NEOs
($)
  Average
Compensation
Actually Paid to
Non-PEO NEOs
($)
  2022   3,705,930   (26,920)   (2,690,029)   301,260   (6,266,553)   (4,976,312)
  2021   3,997,020   (695,800)   (1,437,511)   221,525   11,751,719   13,836,953
  2020   3,470,581   (515,025)   (1,175,090)   191,875   6,398,848   8,371,189

 

The amounts in the Inclusion of Equity Values in the tables above are derived from the amounts set forth in the following tables:

 

  Year     Year-End Fair
Value of Equity
Awards Granted
During Year
That Remained
Unvested as of
Last Day of Year
for PEO
($)
     Change in Fair
Value from Last
Day of Prior
Year to Last
Day of Year of
Unvested Equity
Awards for PEO
($)
     Vesting-Date
Fair Value of
Equity Awards
Granted During
Year that Vested
During Year for
PEO
($)
     Change in Fair
Value from
Last Day of
Prior Year to
Vesting Date of
Unvested Equity
Awards that
Vested During
Year for PEO
($)
     Fair Value at
Last Day of
Prior Year of
Equity Awards
Forfeited
During Year for
PEO
($)
     Value of
Dividends or
Other Earnings
Paid on Equity
Awards Not
Otherwise
Included for
PEO
($)
     Total - Inclusion
of Equity Values
for PEO
($)
  2022   30,272,378   (22,538,666)     (28,902,839)       (21,169,127)
  2021   25,863,220   43,944,377     9,128,267       78,935,864
  2020   12,132,649   32,244,416     156,169       44,533,233
                               
  Year   Average
Year-End Fair
Value of Equity
Awards Granted
During Year
That Remained
Unvested as of
Last Day of Year
for Non-PEO
NEOs
($)
  Average Change
in Fair Value
from Last Day
of Prior Year to
Last Day of Year
of Unvested
Equity Awards
for Non-PEO
NEOs
($)
  Average
Vesting-Date
Fair Value of
Equity Awards
Granted During
Year that Vested
During Year for
Non-PEO NEOs
($)
  Average Change
in Fair Value
from Last Day
of Prior Year to
Vesting Date of
Unvested Equity
Awards that
Vested During
Year for Non-
PEO NEOs
($)
  Average Fair
Value at
Last Day of
Prior Year of
Equity Awards
Forfeited
During Year for
Non-PEO NEOs
($)
  Average Value
of Dividends or
Other Earnings
Paid on Equity
Awards Not
Otherwise
Included for
Non-PEO NEOs
($)
  Total - Average
Inclusion of
Equity Values
for Non-PEO
NEOs
($)
  2022   2,161,999   (2,843,849)     (5,584,703)       (6,266,553)
  2021   3,521,290   7,838,539     391,890       11,751,719
  2020   1,760,090   4,337,937     300,821       6,398,848
(4) The Peer Group TSR set forth in this table utilizes the S&P 500 Banks Index (Industry Group), which we also utilize in the stock performance graph required by Item 201(e) of Regulation S-K included in our Form 10-K for the year ended December 31, 2022. The comparison assumes $100 was invested for the period starting December 31, 2019, through the end of the listed year in the Company and in the S&P 500 Banks Index (Industry Group), respectively. Historical stock performance is not necessarily indicative of future stock performance.
(5) This column presents the Company’s consolidated net income as reported in our Form 10-K for each covered year.
(6) We determined Adjusted EBITDA to be the most important financial performance measure used to link Company performance to Compensation Actually Paid to our PEO and Non-PEO NEOs in 2022. This performance measure may not have been the most important financial performance measure for years 2021 and 2020 and we may determine a different financial performance measure to be the most important financial performance measure in future years. Adjusted EBITDA is defined in Annex A to this Proxy Statement.
Company Selected Measure Name Adjusted EBITDA      
Named Executive Officers, Footnote [Text Block]       (1)The PEO for each year was Mark W. Begor. The Non-PEO NEOs for each year were John W. Gamble, Jr., Rodolfo O. Ploder, Bryson R. Koehler and Sid Singh. In addition, John J. Kelley III was also a Non-PEO NEO for 2022.
Peer Group Issuers, Footnote [Text Block]       (4)The Peer Group TSR set forth in this table utilizes the S&P 500 Banks Index (Industry Group), which we also utilize in the stock performance graph required by Item 201(e) of Regulation S-K included in our Form 10-K for the year ended December 31, 2022. The comparison assumes $100 was invested for the period starting December 31, 2019, through the end of the listed year in the Company and in the S&P 500 Banks Index (Industry Group), respectively. Historical stock performance is not necessarily indicative of future stock performance.
PEO Total Compensation Amount [1] $ 37,245,853 $ 16,065,575 $ 13,701,224  
PEO Actually Paid Compensation Amount [1],[2],[3] (19,023,223) 84,901,421 50,134,364  
Adjustment To PEO Compensation, Footnote [Text Block]       (3)Compensation Actually Paid reflects the exclusions and inclusions of certain amounts for the PEO and the Non-PEO NEOs as set forth below. Equity values are calculated in accordance with FASB ASC Topic 718. Amounts in the Exclusion of Stock Awards and Option Awards column are the totals from the Stock Awards and Option Awards columns set forth in the Summary Compensation Table. Amounts in the Exclusion of Change in Pension Value column reflect the amounts attributable to the Change in Pension Value reported in the Summary Compensation Table. Amounts in the Inclusion of Pension Service Cost are based on the service cost for services rendered during the listed year.  
  Year     Summary
Compensation
Table Total for PEO
($)
     Exclusion of
Change in Pension
Value for PEO
($)
     Exclusion of Stock
Awards and Option
Awards for PEO
($)
     Inclusion of
Pension Service
Cost for PEO
($)
     Inclusion of
Equity Values
for PEO
($)
     Compensation
Actually Paid
to PEO
($)
  2022   37,245,853     (35,099,949)     (21,169,127)   (19,023,223)
  2021   16,065,575     (10,100,018)     78,935,864   84,901,421
  2020   13,701,224     (8,100,093)     44,533,233   50,134,364
                           
  Year   Average Summary
Compensation
Table Total for
Non-PEO NEOs
($)
  Average Exclusion
of Change in
Pension Value for
Non-PEO NEOs
($)
  Average Exclusion
of Stock Awards
and Option Awards
for Non-PEO NEOs
($)
  Average Inclusion
of Pension Service
Cost for Non-PEO
NEOs
($)
  Average Inclusion
of Equity Values
for Non-PEO NEOs
($)
  Average
Compensation
Actually Paid to
Non-PEO NEOs
($)
  2022   3,705,930   (26,920)   (2,690,029)   301,260   (6,266,553)   (4,976,312)
  2021   3,997,020   (695,800)   (1,437,511)   221,525   11,751,719   13,836,953
  2020   3,470,581   (515,025)   (1,175,090)   191,875   6,398,848   8,371,189

 

The amounts in the Inclusion of Equity Values in the tables above are derived from the amounts set forth in the following tables:

 

  Year     Year-End Fair
Value of Equity
Awards Granted
During Year
That Remained
Unvested as of
Last Day of Year
for PEO
($)
     Change in Fair
Value from Last
Day of Prior
Year to Last
Day of Year of
Unvested Equity
Awards for PEO
($)
     Vesting-Date
Fair Value of
Equity Awards
Granted During
Year that Vested
During Year for
PEO
($)
     Change in Fair
Value from
Last Day of
Prior Year to
Vesting Date of
Unvested Equity
Awards that
Vested During
Year for PEO
($)
     Fair Value at
Last Day of
Prior Year of
Equity Awards
Forfeited
During Year for
PEO
($)
     Value of
Dividends or
Other Earnings
Paid on Equity
Awards Not
Otherwise
Included for
PEO
($)
     Total - Inclusion
of Equity Values
for PEO
($)
  2022   30,272,378   (22,538,666)     (28,902,839)       (21,169,127)
  2021   25,863,220   43,944,377     9,128,267       78,935,864
  2020   12,132,649   32,244,416     156,169       44,533,233
                               
  Year   Average
Year-End Fair
Value of Equity
Awards Granted
During Year
That Remained
Unvested as of
Last Day of Year
for Non-PEO
NEOs
($)
  Average Change
in Fair Value
from Last Day
of Prior Year to
Last Day of Year
of Unvested
Equity Awards
for Non-PEO
NEOs
($)
  Average
Vesting-Date
Fair Value of
Equity Awards
Granted During
Year that Vested
During Year for
Non-PEO NEOs
($)
  Average Change
in Fair Value
from Last Day
of Prior Year to
Vesting Date of
Unvested Equity
Awards that
Vested During
Year for Non-
PEO NEOs
($)
  Average Fair
Value at
Last Day of
Prior Year of
Equity Awards
Forfeited
During Year for
Non-PEO NEOs
($)
  Average Value
of Dividends or
Other Earnings
Paid on Equity
Awards Not
Otherwise
Included for
Non-PEO NEOs
($)
  Total - Average
Inclusion of
Equity Values
for Non-PEO
NEOs
($)
  2022   2,161,999   (2,843,849)     (5,584,703)       (6,266,553)
  2021   3,521,290   7,838,539     391,890       11,751,719
  2020   1,760,090   4,337,937     300,821       6,398,848
Non-PEO NEO Average Total Compensation Amount [1] 3,705,930 3,997,020 3,470,581  
Non-PEO NEO Average Compensation Actually Paid Amount [1],[2],[3] $ (4,976,312) 13,836,953 8,371,189  
Adjustment to Non-PEO NEO Compensation Footnote [Text Block]       (3)Compensation Actually Paid reflects the exclusions and inclusions of certain amounts for the PEO and the Non-PEO NEOs as set forth below. Equity values are calculated in accordance with FASB ASC Topic 718. Amounts in the Exclusion of Stock Awards and Option Awards column are the totals from the Stock Awards and Option Awards columns set forth in the Summary Compensation Table. Amounts in the Exclusion of Change in Pension Value column reflect the amounts attributable to the Change in Pension Value reported in the Summary Compensation Table. Amounts in the Inclusion of Pension Service Cost are based on the service cost for services rendered during the listed year.  
  Year     Summary
Compensation
Table Total for PEO
($)
     Exclusion of
Change in Pension
Value for PEO
($)
     Exclusion of Stock
Awards and Option
Awards for PEO
($)
     Inclusion of
Pension Service
Cost for PEO
($)
     Inclusion of
Equity Values
for PEO
($)
     Compensation
Actually Paid
to PEO
($)
  2022   37,245,853     (35,099,949)     (21,169,127)   (19,023,223)
  2021   16,065,575     (10,100,018)     78,935,864   84,901,421
  2020   13,701,224     (8,100,093)     44,533,233   50,134,364
                           
  Year   Average Summary
Compensation
Table Total for
Non-PEO NEOs
($)
  Average Exclusion
of Change in
Pension Value for
Non-PEO NEOs
($)
  Average Exclusion
of Stock Awards
and Option Awards
for Non-PEO NEOs
($)
  Average Inclusion
of Pension Service
Cost for Non-PEO
NEOs
($)
  Average Inclusion
of Equity Values
for Non-PEO NEOs
($)
  Average
Compensation
Actually Paid to
Non-PEO NEOs
($)
  2022   3,705,930   (26,920)   (2,690,029)   301,260   (6,266,553)   (4,976,312)
  2021   3,997,020   (695,800)   (1,437,511)   221,525   11,751,719   13,836,953
  2020   3,470,581   (515,025)   (1,175,090)   191,875   6,398,848   8,371,189

 

The amounts in the Inclusion of Equity Values in the tables above are derived from the amounts set forth in the following tables:

 

  Year     Year-End Fair
Value of Equity
Awards Granted
During Year
That Remained
Unvested as of
Last Day of Year
for PEO
($)
     Change in Fair
Value from Last
Day of Prior
Year to Last
Day of Year of
Unvested Equity
Awards for PEO
($)
     Vesting-Date
Fair Value of
Equity Awards
Granted During
Year that Vested
During Year for
PEO
($)
     Change in Fair
Value from
Last Day of
Prior Year to
Vesting Date of
Unvested Equity
Awards that
Vested During
Year for PEO
($)
     Fair Value at
Last Day of
Prior Year of
Equity Awards
Forfeited
During Year for
PEO
($)
     Value of
Dividends or
Other Earnings
Paid on Equity
Awards Not
Otherwise
Included for
PEO
($)
     Total - Inclusion
of Equity Values
for PEO
($)
  2022   30,272,378   (22,538,666)     (28,902,839)       (21,169,127)
  2021   25,863,220   43,944,377     9,128,267       78,935,864
  2020   12,132,649   32,244,416     156,169       44,533,233
                               
  Year   Average
Year-End Fair
Value of Equity
Awards Granted
During Year
That Remained
Unvested as of
Last Day of Year
for Non-PEO
NEOs
($)
  Average Change
in Fair Value
from Last Day
of Prior Year to
Last Day of Year
of Unvested
Equity Awards
for Non-PEO
NEOs
($)
  Average
Vesting-Date
Fair Value of
Equity Awards
Granted During
Year that Vested
During Year for
Non-PEO NEOs
($)
  Average Change
in Fair Value
from Last Day
of Prior Year to
Vesting Date of
Unvested Equity
Awards that
Vested During
Year for Non-
PEO NEOs
($)
  Average Fair
Value at
Last Day of
Prior Year of
Equity Awards
Forfeited
During Year for
Non-PEO NEOs
($)
  Average Value
of Dividends or
Other Earnings
Paid on Equity
Awards Not
Otherwise
Included for
Non-PEO NEOs
($)
  Total - Average
Inclusion of
Equity Values
for Non-PEO
NEOs
($)
  2022   2,161,999   (2,843,849)     (5,584,703)       (6,266,553)
  2021   3,521,290   7,838,539     391,890       11,751,719
  2020   1,760,090   4,337,937     300,821       6,398,848
Compensation Actually Paid vs. Total Shareholder Return [Text Block]      

Relationship Between Compensation Actually Paid and Company Total Shareholder Return (“TSR”)

 

The following chart sets forth the relationship between Compensation Actually Paid to our PEO, the average of Compensation Actually Paid to our Non-PEO NEOs, and the Company’s cumulative TSR over the three most recently completed fiscal years.

 

PEO and Average NEO Compensation Actually Paid Versus Company TSR

 

Compensation Actually Paid vs. Net Income [Text Block]      

Relationship Between Compensation Actually Paid and Net Income

 

The following chart sets forth the relationship between Compensation Actually Paid to our PEO, the average of Compensation Actually Paid to our other NEOs, and our Consolidated Net Income during the three most recently completed fiscal years.

 

PEO and Non-PEO NEO Compensation Actually Paid Versus Consolidated Net Income

 

Compensation Actually Paid vs. Company Selected Measure [Text Block]      

Relationship Between Compensation Actually Paid and Adjusted EBITDA

 

The following chart sets forth the relationship between Compensation Actually Paid to our PEO, the average of Compensation Actually Paid to our Non-PEO NEOs, and our Adjusted EBITDA during the three most recently completed fiscal years.

 

PEO and Non-PEO NEO Compensation Actually Paid Versus Adjusted EBITDA

 

Total Shareholder Return Vs Peer Group [Text Block]      

Description of Relationship Between Company TSR and Peer Group TSR

 

The following chart compares our cumulative TSR over the three most recently completed fiscal years to that of the S&P 500 Banks Index (Industry Group) over the same period.

 

Comparison of Cumulative Company TSR and S&P 500 Banks Index (Industry Group)

 

Tabular List [Table Text Block]

Tabular List of Most Important Financial Performance Measures

 

The following table presents the financial performance measures that the Company considers to have been the most important in linking Compensation Actually Paid to our PEO and Non-PEO NEOs for 2022 to Company performance.

 

The measures in this table are not ranked.

 

Adjusted EBITDA
Revenue
TSR
Relative TSR
     
Total Shareholder Return Amount [4] $ 142.15 212.44 139  
Peer Group Total Shareholder Return Amount [4] 94.38 116.82 86.25  
Net Income (Loss) [5] $ 700 $ 749 $ 526  
Company Selected Measure Amount [6] 1,722 1,670 1,495  
PEO Name     Mark W. Begor  
Measure [Axis]: 1        
Pay vs Performance Disclosure [Table]        
Measure Name       Adjusted EBITDA
Measure [Axis]: 2        
Pay vs Performance Disclosure [Table]        
Measure Name       Revenue
Measure [Axis]: 3        
Pay vs Performance Disclosure [Table]        
Measure Name       TSR
Measure [Axis]: 4        
Pay vs Performance Disclosure [Table]        
Measure Name       Relative TSR
Total Equity Awards Adjustments [Member]        
Pay vs Performance Disclosure [Table]        
Adjustment to Compensation Amount $ (6,266,553) $ 11,751,719 $ 6,398,848  
Year-end Fair Value Of Awards Granted In The Current Fiscal Year [Member]        
Pay vs Performance Disclosure [Table]        
Adjustment to Compensation Amount   3,521,290 1,760,090  
Change In Fair Value Of Outstanding And Unvested Awards Granted In Prior Fiscal Years [Member]        
Pay vs Performance Disclosure [Table]        
Adjustment to Compensation Amount (2,843,849) 7,838,539 4,337,937  
Change In Fair Value As Of Vesting Date Of Prior Year Awards Vested During Current Year [Member]        
Pay vs Performance Disclosure [Table]        
Adjustment to Compensation Amount (5,584,703) 391,890 300,821  
PEO [Member] | Adjustment Type 2 [Member]        
Pay vs Performance Disclosure [Table]        
Adjustment to Compensation Amount (35,099,949) (10,100,018) (8,100,093)  
PEO [Member] | Adjustment Type 4 [Member]        
Pay vs Performance Disclosure [Table]        
Adjustment to Compensation Amount (21,169,127) 78,935,864 44,533,233  
PEO [Member] | Total Equity Awards Adjustments [Member]        
Pay vs Performance Disclosure [Table]        
Adjustment to Compensation Amount (21,169,127) 78,935,864 44,533,233  
PEO [Member] | Year-end Fair Value Of Awards Granted In The Current Fiscal Year [Member]        
Pay vs Performance Disclosure [Table]        
Adjustment to Compensation Amount 30,272,378 25,863,220 12,132,649  
PEO [Member] | Change In Fair Value Of Outstanding And Unvested Awards Granted In Prior Fiscal Years [Member]        
Pay vs Performance Disclosure [Table]        
Adjustment to Compensation Amount   43,944,377 32,244,416  
PEO [Member] | Change In Fair Value As Of Vesting Date Of Prior Year Awards Vested During Current Year [Member]        
Pay vs Performance Disclosure [Table]        
Adjustment to Compensation Amount (28,902,839) 9,128,267 156,169  
Non-PEO NEO [Member] | Adjustment Type 2 [Member]        
Pay vs Performance Disclosure [Table]        
Adjustment to Compensation Amount (2,690,029) (1,437,511) (1,175,090)  
Non-PEO NEO [Member] | Adjustment Type 4 [Member]        
Pay vs Performance Disclosure [Table]        
Adjustment to Compensation Amount (6,266,553) 11,751,719 6,398,848  
Non-PEO NEO [Member] | Adjustment Type 1 [Member]        
Pay vs Performance Disclosure [Table]        
Adjustment to Compensation Amount (26,920) (695,800) (515,025)  
Non-PEO NEO [Member] | Adjustment Type 3 [Member]        
Pay vs Performance Disclosure [Table]        
Adjustment to Compensation Amount 301,260 $ 221,525 $ 191,875  
Non-PEO NEO [Member] | Year-end Fair Value Of Awards Granted In The Current Fiscal Year [Member]        
Pay vs Performance Disclosure [Table]        
Adjustment to Compensation Amount 2,161,999      
Non-PEO NEO [Member] | Change In Fair Value Of Outstanding And Unvested Awards Granted In Prior Fiscal Years [Member]        
Pay vs Performance Disclosure [Table]        
Adjustment to Compensation Amount $ (22,538,666)      
[1] (1)The PEO for each year was Mark W. Begor. The Non-PEO NEOs for each year were John W. Gamble, Jr., Rodolfo O. Ploder, Bryson R. Koehler and Sid Singh. In addition, John J. Kelley III was also a Non-PEO NEO for 2022.
[2] (2)The amounts shown for Compensation Actually Paid have been calculated in accordance with Item 402(v) of Regulation S-K and do not reflect compensation actually earned, realized, or received by the Company’s NEOs. These amounts reflect the Summary Compensation Table total with certain adjustments as described in footnote 3 below.
[3] (3)Compensation Actually Paid reflects the exclusions and inclusions of certain amounts for the PEO and the Non-PEO NEOs as set forth below. Equity values are calculated in accordance with FASB ASC Topic 718. Amounts in the Exclusion of Stock Awards and Option Awards column are the totals from the Stock Awards and Option Awards columns set forth in the Summary Compensation Table. Amounts in the Exclusion of Change in Pension Value column reflect the amounts attributable to the Change in Pension Value reported in the Summary Compensation Table. Amounts in the Inclusion of Pension Service Cost are based on the service cost for services rendered during the listed year.  
  Year     Summary
Compensation
Table Total for PEO
($)
     Exclusion of
Change in Pension
Value for PEO
($)
     Exclusion of Stock
Awards and Option
Awards for PEO
($)
     Inclusion of
Pension Service
Cost for PEO
($)
     Inclusion of
Equity Values
for PEO
($)
     Compensation
Actually Paid
to PEO
($)
  2022   37,245,853     (35,099,949)     (21,169,127)   (19,023,223)
  2021   16,065,575     (10,100,018)     78,935,864   84,901,421
  2020   13,701,224     (8,100,093)     44,533,233   50,134,364
                           
  Year   Average Summary
Compensation
Table Total for
Non-PEO NEOs
($)
  Average Exclusion
of Change in
Pension Value for
Non-PEO NEOs
($)
  Average Exclusion
of Stock Awards
and Option Awards
for Non-PEO NEOs
($)
  Average Inclusion
of Pension Service
Cost for Non-PEO
NEOs
($)
  Average Inclusion
of Equity Values
for Non-PEO NEOs
($)
  Average
Compensation
Actually Paid to
Non-PEO NEOs
($)
  2022   3,705,930   (26,920)   (2,690,029)   301,260   (6,266,553)   (4,976,312)
  2021   3,997,020   (695,800)   (1,437,511)   221,525   11,751,719   13,836,953
  2020   3,470,581   (515,025)   (1,175,090)   191,875   6,398,848   8,371,189

 

The amounts in the Inclusion of Equity Values in the tables above are derived from the amounts set forth in the following tables:

 

  Year     Year-End Fair
Value of Equity
Awards Granted
During Year
That Remained
Unvested as of
Last Day of Year
for PEO
($)
     Change in Fair
Value from Last
Day of Prior
Year to Last
Day of Year of
Unvested Equity
Awards for PEO
($)
     Vesting-Date
Fair Value of
Equity Awards
Granted During
Year that Vested
During Year for
PEO
($)
     Change in Fair
Value from
Last Day of
Prior Year to
Vesting Date of
Unvested Equity
Awards that
Vested During
Year for PEO
($)
     Fair Value at
Last Day of
Prior Year of
Equity Awards
Forfeited
During Year for
PEO
($)
     Value of
Dividends or
Other Earnings
Paid on Equity
Awards Not
Otherwise
Included for
PEO
($)
     Total - Inclusion
of Equity Values
for PEO
($)
  2022   30,272,378   (22,538,666)     (28,902,839)       (21,169,127)
  2021   25,863,220   43,944,377     9,128,267       78,935,864
  2020   12,132,649   32,244,416     156,169       44,533,233
                               
  Year   Average
Year-End Fair
Value of Equity
Awards Granted
During Year
That Remained
Unvested as of
Last Day of Year
for Non-PEO
NEOs
($)
  Average Change
in Fair Value
from Last Day
of Prior Year to
Last Day of Year
of Unvested
Equity Awards
for Non-PEO
NEOs
($)
  Average
Vesting-Date
Fair Value of
Equity Awards
Granted During
Year that Vested
During Year for
Non-PEO NEOs
($)
  Average Change
in Fair Value
from Last Day
of Prior Year to
Vesting Date of
Unvested Equity
Awards that
Vested During
Year for Non-
PEO NEOs
($)
  Average Fair
Value at
Last Day of
Prior Year of
Equity Awards
Forfeited
During Year for
Non-PEO NEOs
($)
  Average Value
of Dividends or
Other Earnings
Paid on Equity
Awards Not
Otherwise
Included for
Non-PEO NEOs
($)
  Total - Average
Inclusion of
Equity Values
for Non-PEO
NEOs
($)
  2022   2,161,999   (2,843,849)     (5,584,703)       (6,266,553)
  2021   3,521,290   7,838,539     391,890       11,751,719
  2020   1,760,090   4,337,937     300,821       6,398,848
[4] (4)The Peer Group TSR set forth in this table utilizes the S&P 500 Banks Index (Industry Group), which we also utilize in the stock performance graph required by Item 201(e) of Regulation S-K included in our Form 10-K for the year ended December 31, 2022. The comparison assumes $100 was invested for the period starting December 31, 2019, through the end of the listed year in the Company and in the S&P 500 Banks Index (Industry Group), respectively. Historical stock performance is not necessarily indicative of future stock performance.
[5] (5)This column presents the Company’s consolidated net income as reported in our Form 10-K for each covered year.
[6] (6)We determined Adjusted EBITDA to be the most important financial performance measure used to link Company performance to Compensation Actually Paid to our PEO and Non-PEO NEOs in 2022. This performance measure may not have been the most important financial performance measure for years 2021 and 2020 and we may determine a different financial performance measure to be the most important financial performance measure in future years. Adjusted EBITDA is defined in Annex A to this Proxy Statement.