Voting Matters
|
| |
Board Recommendation
|
| |
Page
|
|
Election of Four Director Nominees
|
| |
FOR
|
| |
5
|
|
Advisory Vote on Executive Compensation
|
| |
FOR
|
| |
39
|
|
Ratification of Appointment of Independent Auditors
|
| |
FOR
|
| |
41
|
|
Name and Address of Beneficial Owner
|
| |
Amount and Nature of
Beneficial Ownership March 1, 2021(1) |
| |
Percent of
Class(2) |
| ||||||
The Vanguard Group(3)
100 Vanguard Boulevard Malvern, PA 19355 |
| | | | 1,869,972 | | | | | | 8.8% | | |
BlackRock, Inc.(4)
40 East 52nd Street New York, NY 10022 |
| | | | 1,731,304 | | | | | | 8.1% | | |
Mogens C. Bay(5)
|
| | | | 209,660 | | | | | | 1.0% | | |
Walter Scott, Jr.
|
| | | | 137,734 | | | | | | | | |
Kaj den Daas
|
| | | | 8,978 | | | | | | | | |
Clark T. Randt, Jr.
|
| | | | 8,629 | | | | | | | | |
Daniel P. Neary
|
| | | | 21,734 | | | | | | | | |
J. B. Milliken
|
| | | | 7,921 | | | | | | | | |
Catherine James Paglia
|
| | | | 7,733 | | | | | | | | |
Theo W. Freye
|
| | | | 4,700 | | | | | | | | |
Richard A. Lanoha
|
| | | | 573 | | | | | | | | |
Ritu Favre(6)
|
| | | | 0 | | | | | | | | |
Joan Robinson-Berry(6)
|
| | | | 0 | | | | | | | | |
Stephen Kaniewski
|
| | | | 64,449 | | | | | | | | |
Mark C. Jaksich
|
| | | | 54,358 | | | | | | | | |
Avner Applbaum(6)
|
| | | | 327 | | | | | | | | |
Aaron M. Schapper
|
| | | | 12,978 | | | | | | | | |
Claudio Laterreur
|
| | | | 1,294 | | | | | | | | |
Diane Larkin(6)
|
| | | | 0 | | | | | | | | |
All Executive Officers and Directors as Group (21 persons)
|
| | | | 508,429 | | | | | | 2.4% | | |
| | |
Shares
|
| |||
Mr. Kaniewski
|
| | | | 43,167 | | |
Mr. Schapper
|
| | | | 8,822 | | |
Mr. Laterreur
|
| | | | 657 | | |
All Executive Officers and Directors as a Group (21 persons)
|
| | | | 61,928 | | |
|
Daniel P. Neary
Director Since:
December 2005
Board Committees:
Audit Committee Human Resource Committee (Chairman) |
| |
Mr. Neary, age 69, was a member of the board of directors of Mutual of Omaha (full service and multi-line provider of insurance and financial services) until retirement effective January 2021. Mr. Neary served as CEO of Mutual from 2004-2015 and as Chairman until January 2018. Mutual of Omaha’s revenues were in excess of $10 billion in 2019. He was previously President of the Group Insurance business unit of Mutual of Omaha. Mr. Neary’s training as an actuary and knowledge of the financial services industry provides valuable background for board oversight of the Company’s accounting matters. His experience in strategic development and risk assessment for the Mutual of Omaha insurance companies are well suited to membership on Valmont’s board of directors.
|
|
|
Theo Freye
Director Since:
June 2015
Board Committees:
Governance and Nominating Committee |
| |
Mr. Freye, age 71, retired in October 2014 as CEO of CLAAS KgaA, a $4.5 billion family owned agricultural machinery firm headquartered in Germany. Mr. Freye, a citizen of Germany, has more than 30 years of international machinery experience. He holds a Master’s Degree in Mechanical Engineering and a Ph.D. in Agricultural Science. His extensive international business experience and engineering background provides value to the Valmont board of directors.
|
|
|
Stephen G. Kaniewski
Director Since:
January 2018 |
| |
Mr. Kaniewski, age 49, has been Chief Executive Officer of the Company since January 2018. He was President and Chief Operating Officer of the Company from October 2016 through December 2017. Prior to that he was Group President of Valmont’s Utility Support Structures Segment. Mr. Kaniewski joined Valmont in 2010 as Vice President, Information Technology and also has held the position of Vice President, Global Operations for the Irrigation Segment. Mr. Kaniewski’s duties in various Company operating positions provides valuable knowledge and experience of the Company’s operations and strategies.
|
|
|
Joan Robinson-Berry
Director Since:
September 2020
Board Committees:
Human Resources Committee |
| |
Ms. Robinson-Berry, age 61, retired in July 2019 as Vice President, Chief Engineer, Boeing Global Services. Ms. Robinson-Berry served as Vice President, Engineering, Boeing Global Services (2018-2019), Vice President, General Manager, Boeing South Carolina (2016-2018), and Vice President, Chief Procurement Officer, Boeing Shared Services Group (2012-2016). Ms. Robinson-Berry holds a Masters of Science in Engineering Management and Business Administration and has over 35 years of global and domestic experience in engineering, operations, supply management and program management. Ms. Robinson-Berry was responsible for product and product services safety, technical integrity and engineering for a $22 billion business unit of Boeing. Her engineering and operations experience make her well qualified as a member of Valmont’s Board of Directors.
|
|
|
Mogens C. Bay
Director Since:
October 1993 Chairman of the Board |
| |
Mr. Bay, age 72, has been non-executive Chairman of the Company since January 2019. He served as Executive Chairman of the Company during 2018. He was Chairman and Chief Executive Officer of the Company from January 1997 through December 2017, and President and Chief Executive Officer of the Company from August 1993 through December 1996. Mr. Bay previously served as a director of Peter Kiewit Sons’, Inc. and of ConAgra Foods, Inc. Mr. Bay holds dual United States and Danish citizenship. Mr. Bay’s 40 years of experience with Valmont provides an extensive knowledge of Valmont’s operating companies and its lines of business, its long-term strategies and domestic and international growth opportunities.
|
|
|
Walter Scott, Jr.,
Director Since:
April 1981
Board Committees:
Audit Committee (Chairman) |
| |
Mr. Scott, age 89, previously served as Chairman of the Board and President of Peter Kiewit Sons’, Inc. Mr. Scott was Chairman of Level 3 Communications from 1998-2014. Mr. Scott is a director of Berkshire Hathaway, Inc. and Berkshire Hathaway Energy. He previously served as a director of Commonwealth Telephone Enterprises and Burlington Resources. Mr. Scott is a civil engineer with management experience of infrastructure construction operations at Kiewit. His extensive board experience provides a valuable resource of strategic and oversight input to the Valmont board of directors.
|
|
|
Clark T. Randt, Jr.
Director Since:
February 2009
Board Committees:
Governance and Nominating Committee |
| |
Ambassador Randt, age 75, is currently President of Randt & Co. LLC (business consulting) and lived and worked in Asia for more than thirty-five years. Ambassador Randt served as the United States Ambassador to the People’s Republic of China from July 2001 to January 2009. He currently serves as a director of Qualcomm Incorporated, Wynn Resorts Ltd. and United Parcel Service, Inc. Ambassador Randt was formerly a partner with the international law firm of Shearman & Sterling in Hong Kong where he headed the firm’s China practice. Ambassador Randt is a member of the New York bar association and was admitted to the Hong Kong bar association and has over 25 years of experience in cross-border corporate and finance transactions. He is a member of the Council on Foreign Relations. His international experience and knowledge of Asian business operations and experience with U.S. investment in China serves the Company well as it expands its operations in Asia.
|
|
|
Richard A. Lanoha
Director Since:
October 2019
Board Committees:
Human Resources Committee |
| |
Mr. Lanoha, age 53, has been President and Chief Executive Officer of Peter Kiewit Sons’ Inc. and Kiewit Corporation since January 2020. He was President and Chief Operating Officer of Kiewit 2016-2019. He was President of Kiewit Energy Group 2012-2016 and Executive Vice President of Kiewit Industrial Group responsible for Kiewit Energy and Kiewit Power divisions of Kiewit 2010-2012. Kiewit’s revenues were in excess of $10 billion in 2019. Mr. Lanoha has management experience of infrastructure construction operations at Kiewit and his experience provides a valuable resource of strategic and oversight input to the Valmont board of directors.
|
|
|
Kaj den Daas
Director Since:
October 2004
Board Committees:
Governance and Nominating Committee Audit Committee |
| |
Mr. den Daas, age 71, was CEO of Quality Light Source until March 2018. He transitioned into a non-executive position in the holding company QL Light Source Company Ltd. (manufacturer and marketer of LED lamps) in April 2018. He was CEO of Quality Light Source, LLC from October 2017 to March 2018; and CEO of TCP International Holdings, Ltd. from July 2015 to October 2016. Mr. den Daas retired in 2009 as Executive Vice President of Philips Lighting B.V. of the Netherlands (manufacturer of lighting fixtures and related components) and Chairman of its North American Lighting Operations. Mr. den Daas was responsible for oversight of the manufacturing, distribution, sales and marketing of Philips products in the United States, Canada and Mexico, with prior Philips experience in the Asia Pacific area. He previously served on the board of directors of Lighting Science Group Corp. Mr. den Daas, a citizen of the Netherlands, has more than 35 years of international experience in the lighting industry. His extensive international business experience provides value to the Valmont board of directors.
|
|
|
James B. Milliken
Director Since:
December 2011
Board Committees:
Governance and Nominating Committee (Chairman) Audit Committee |
| |
Mr. Milliken, age 64, is Chancellor of the University of Texas System which enrolls over 235,000 students and has an annual budget of over $20 billion. He was Chancellor of the City University of New York from June 2014 to May 2018. Mr. Milliken was President of the University of Nebraska from August 2004 to May 2014. Mr. Milliken has a law degree from New York University and practiced law on Wall Street before his academic career. He has led the development of research and education programs in China, India, Brazil and other countries. He is a member of the Council on Foreign Relations and the Executive Committee on the Council on Competitiveness. He has chaired commissions on innovation and economic competitiveness for the Association of Public and Land-grant universities and the Council on Competitiveness. Mr. Milliken’s experience in managing large organizations which work closely with business and industry and in countries around the world provides value to the Valmont board of directors as the Company grows internationally.
|
|
|
Catherine James Paglia
Director Since:
February 2012
Board Committees:
Human Resources Committee Audit Committee Lead Director |
| |
Ms. Paglia, age 68, has been a director of Enterprise Asset Management, Inc., a New York based privately-held real estate and asset management company since September 1998. Ms. Paglia previously spent eight years as a managing director at Morgan Stanley, ten years as a managing director of Interlaken Capital, and served as chief financial officer of two public corporations. Ms. Paglia serves on the board of directors of the Columbia Funds and is a member of the board of trustees of the Carnegie Endowment for International Peace. Her extensive Wall Street experience and prior service as a chief financial officer of public companies provide an excellent background for membership on Valmont’s Audit Committee.
|
|
|
Ritu Favre
Director Since:
September 2020
Board Committees:
Governance and Nominating Committee |
| |
Mr. Favre, age 52, is the Executive Vice President and General Manager of Semiconductor and Electronics; Aerospace, Defense, and Government; and Transportation Business Units at National Instruments since January 2021. Prior to that she was the Senior Vice President and General Manager of the Semiconductor Business at National Instruments. She was the Chief Executive Officer NEXT Biometrics (2017-2019) and the Senior Vice President, Biometrics Products Division, Synaptics (2014-2016). Ms. Favre has origins in the County of India. Ms. Favre previously served on the Board of Directors of Cohu, Inc., a public semiconductor manufacturing company. Ms. Favre holds a Master of Science in Electrical Engineering and has 30 years of experience specializing in the development and management of technology solutions. Her engineering, technology, information security and related management experience provides a valuable resource of strategic input to the Valmont Board of Directors.
|
|
| Acuity Brands | | | Colfax | | | Pentair | |
| Aegion Corporation | | | Crane Co. | | | Qorvo | |
| Arcosa | | | First Solar | | | Regal Beloit | |
| Barnes Group | | | FlowServe Corporation | | | Rexnord | |
| Belden | | | Harsco Corporation | | | SPX Corporation | |
| Carlisle Companies | | | Hubbell | | | Toro Company | |
| | | | | | | Watts Water Technologies | |
|
Mr. Kaniewski
|
| | | | 110% | | |
|
Mr. Applbaum
|
| | | | 75% | | |
|
Mr. Schapper
|
| | | | 80% | | |
|
Ms. Larkin
|
| | | | 60% | | |
|
Mr. Laterreur
|
| | | | 45% | | |
| | |
Threshold
(0.5x target) |
| |
Target
(1x target) |
| |
Stretch
(1.5x target) |
| |
Maximum
(2x target) |
|
2020
|
| |
$134.1 million
|
| |
$167.6 million
|
| |
$174.3 million
|
| |
$201.1 million
|
|
| | |
Threshold
(0.5x target) |
| |
Target
(1x target) |
| |
Stretch
(1.5x target) |
| |
Maximum
(2x target) |
|
2020
|
| |
$2,444 million
|
| |
$2,875 million
|
| |
$2,892 million
|
| |
$3,306 million
|
|
| | |
Threshold
(0.5x target) |
| |
Target
(1x target) |
| |
Stretch
(1.5x target) |
| |
Maximum
(2x target) |
|
2020
|
| |
$150.0 million
|
| |
$187.5 million
|
| |
$211.2 million
|
| |
$225.0 million
|
|
|
Mr. Kaniewski
|
| | | $ | 1,667,266 | | |
|
Mr. Applbaum
|
| | | | 453,083 | | |
|
Mr. Schapper
|
| | | | 675,280 | | |
|
Ms. Larkin
|
| | | | 185,880 | | |
|
Mr. Laterreur
|
| | | | 269,236 | | |
|
2019
|
| | | | 57.7% | | |
|
2018
|
| | | | 49.8% | | |
|
2017
|
| | | | 89.8% | | |
|
2016
|
| | | | 67.0% | | |
|
2015
|
| | | | 0% | | |
| | |
OIG
(50% Weight) |
| |
ROIC
(50% Weight) |
| |
Cumulative Payout
as % of Target |
|
Maximum
|
| |
20%
|
| |
11.5%
|
| |
200%
|
|
Target
|
| |
10%
|
| |
10.0%
|
| |
100%
|
|
Threshold
|
| |
1%
|
| |
8.5%
|
| |
55%
|
|
Below Threshold
|
| |
Below 1%
|
| |
Below 8.5%
|
| |
0%
|
|
| | |
Percentage of
Salary |
| |||
Mr. Kaniewski
|
| | | | 150% | | |
Mr. Schapper
|
| | | | 70% | | |
Mr. Laterreur (prorated to May 2019 hire date)
|
| | | | 40% | | |
|
2019
|
| | | | 65.8% | | |
|
2018
|
| | | | 114.3% | | |
|
2017
|
| | | | 0% | | |
|
2016
|
| | | | 0% | | |
|
2015
|
| | | | 84.5% | | |
| | |
Percentage of
Base Salary |
| |||
Mr. Kaniewski
|
| | | | 175% | | |
Mr. Applbaum
|
| | | | 90% | | |
Mr. Schapper
|
| | | | 90% | | |
Ms. Larkin
|
| | | | 60% | | |
Mr. Laterreur
|
| | | | 45% | | |
| | |
Stock Options
|
| |
Restricted
Stock Units |
| ||||||
Mr. Kaniewski
|
| | | | 22,627 | | | | | | 6,102 | | |
Mr. Applbaum
|
| | | | 5,295 | | | | | | 1,428 | | |
Mr. Schapper
|
| | | | 5,855 | | | | | | 1,579 | | |
Ms. Larkin
|
| | | | 2,676 | | | | | | 722 | | |
Mr. Laterreur
|
| | | | 1,966 | | | | | | 530 | | |
| | |
Year
|
| |
Salary
($) |
| |
Bonus
($) |
| |
Stock
awards ($)(1) |
| |
Option
awards ($)(2) |
| |
Non-equity
incentive plan compensation ($) |
| |
All other
compensation ($)(3) |
| |
Total
($) |
| ||||||||||||||||||||||||
Stephen G. Kaniewski
President and Chief Executive Officer |
| | | | 2020 | | | | | | 978,500 | | | | | | 0 | | | | | | 2,742,393 | | | | | | 1,029,302 | | | | | | 1,667,266 | | | | | | 14,625 | | | | | | 6,432,086 | | |
| | | 2019 | | | | | | 950,000 | | | | | | 0 | | | | | | 2,423,665 | | | | | | 827,523 | | | | | | 548,150 | | | | | | 123,600 | | | | | | 4,872,938 | | | ||
| | | 2018 | | | | | | 900,000 | | | | | | 0 | | | | | | 1,350,000 | | | | | | 1,604,262 | | | | | | 448,200 | | | | | | 126,446 | | | | | | 4,428,908 | | | ||
Avner M. Applbaum(4)
Executive Vice President and Chief Financial Officer |
| | | | 2020 | | | | | | 360,000 | | | | | | 200,000 | | | | | | 964,921 | | | | | | 240,870 | | | | | | 453,083 | | | | | | 397,620 | | | | | | 2,616,494 | | |
Diane M. Larkin(4)
Executive Vice President Global Operations |
| | | | 2020 | | | | | | 192,308 | | | | | | 0 | | | | | | 523,086 | | | | | | 121,731 | | | | | | 185,880 | | | | | | 193,329 | | | | | | 1,216,334 | | |
Aaron M. Schapper(5)
Executive Vice President Infrastructure |
| | | | 2020 | | | | | | 575,000 | | | | | | 0 | | | | | | 755,285 | | | | | | 266,344 | | | | | | 675,280 | | | | | | 14,625 | | | | | | 2,286,534 | | |
Claudio O. Laterreur(6)
Senior Vice President IT and CIO |
| | | | 2020 | | | | | | 386,250 | | | | | | 0 | | | | | | 243,964 | | | | | | 89,433 | | | | | | 269,236 | | | | | | 105,779 | | | | | | 1,094,662 | | |
| | | 2019 | | | | | | 214,904 | | | | | | 100,000 | | | | | | 295,734 | | | | | | 74,658 | | | | | | 100,491 | | | | | | 36,386 | | | | | | 822,173 | | | ||
Mark C. Jaksich(7)
Former Chief Financial Officer |
| | | | 2020 | | | | | | 432,510 | | | | | | 0 | | | | | | 0 | | | | | | 0 | | | | | | 502,468 | | | | | | 25,606 | | | | | | 960,054 | | |
| | | 2019 | | | | | | 562,263 | | | | | | 0 | | | | | | 449,811 | | | | | | 0 | | | | | | 243,320 | | | | | | 42,980 | | | | | | 1,298,374 | | | ||
| | | 2018 | | | | | | 545,887 | | | | | | 0 | | | | | | 436,710 | | | | | | 460,338 | | | | | | 203,889 | | | | | | 55,754 | | | | | | 1,702,578 | | |
| | | | | |
Estimated Future Payouts
Under Non-Equity Incentive Plan Awards ($)(1) |
| |
Estimated Future Payouts
Under Equity Incentive Plan Awards (# of shares)(1) |
| |
All Other
Stock Awards: Number of Shares of Stock or Units (#)(1) |
| |
All Other
Option Awards: Number of Securities Underlying Options (#) |
| |
Exercise or
Base Price of Option Awards ($/share) |
| |
Grant
Date Fair Value of Stock and Option Award ($)(2) |
| ||||||||||||||||||||||||||||||||||||||||||
Name
|
| |
Grant
Date |
| |
Threshold
|
| |
Target
|
| |
Maximum
|
| |
Threshold
|
| |
Target
|
| |
Maximum
|
| ||||||||||||||||||||||||||||||||||||||||||
Stephen G. Kaniewski
|
| |
02/24/2020
|
| | | | 0 | | | | | | 1,076,350 | | | | | | 2,152,700 | | | | | | 5,914 | | | | | | 11,827 | | | | | | 23,654 | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | |
12/14/2020
|
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | 6,102 | | | | | | 22,627 | | | | | | 168.80 | | | | | | 2,059,320 | | |
Avner M. Applbaum | | |
03/30/2020
|
| | | | 0 | | | | | | 292,500 | | | | | | 585,000 | | | | | | 1,317 | | | | | | 2,633 | | | | | | 5,266 | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | |
03/30/2020
|
| | | | | | | | | | | | | | | | | | | | | | 1,014 | | | | | | 2,028 | | | | | | 4,056 | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | |
03/30/2020
|
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | 979 | | | | | | | | | | | | | | | | | | | | |
| | |
12/14/2020
|
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | 1,428 | | | | | | 5,295 | | | | | | 168.80 | | | | | | 581,916 | | |
Aaron M. Schapper | | |
02/24/2020
|
| | | | 0 | | | | | | 460,000 | | | | | | 920,000 | | | | | | 1,688 | | | | | | 3,375 | | | | | | 6,750 | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | |
12/14/2020
|
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | 1,579 | | | | | | 5,855 | | | | | | 168.80 | | | | | | 532,878 | | |
Diane M. Larkin | | |
06/29/2020
|
| | | | 0 | | | | | | 120,000 | | | | | | 240,000 | | | | | | 688 | | | | | | 1,375 | | | | | | 6,750 | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | |
06/29/2020
|
| | | | | | | | | | | | | | | | | | | | | | 502 | | | | | | 1,003 | | | | | | 2,006 | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | |
12/14/2020
|
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | 675 | | | | | | | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | 722 | | | | | | 2,676 | | | | | | 168.80 | | | | | | 325,617 | | |
Claudio O. Laterreur | | |
02/24/2020
|
| | | | 0 | | | | | | 173,813 | | | | | | 347,626 | | | | | | 533 | | | | | | 1,067 | | | | | | 2,134 | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | |
12/14/2020
|
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | 530 | | | | | | 1,966 | | | | | | 168.80 | | | | | | 178,897 | | |
Mark C. Jaksich | | |
02/24/2020
|
| | | | 0 | | | | | | 421,000 | | | | | | 842,000 | | | | | | 0 | | | | | | 0 | | | | | | 0 | | | | | | 0 | | | | | | 0 | | | | | | 0 | | | | | | 0 | | |
Name
|
| |
Number of
Securities Underlying Unexercised Options (#) Exercisable(1) |
| |
Number of
Securities Underlying Unexercised Options (#) Unexercisable(1) |
| |
Equity
Incentive Plan Awards: Number of Securities Underlying Unexercised Unearned Options |
| |
Option
Exercise Price ($) |
| |
Option
Expiration Date |
| |
Number of
Shares or Units of Stock That Have Not Vested (#)(2) |
| |
Market
Value of Shares or Units of Stock That Have Not Vested ($)(3) |
| |
Equity
Incentive Plan Awards: Number of Unearned Shares, Units or Other Rights That Have Not Vested (#)(4) |
| |
Equity
Incentive Plan Awards: Market or Payout Value of Unearned Shares, Units or Other Rights That Have Not Vested ($)(5) |
| ||||||||||||||||||||||||
Stephen G. Kaniewski
|
| | | | 1,823 | | | | | | 0 | | | | | | 0 | | | | | | 132.84 | | | |
12/08/2021
|
| | | | 14,033 | | | | | | 2,414,517 | | | | | | 8,133 | | | | | | 1,399,363 | | |
| | | | | 12,076 | | | | | | 0 | | | | | | | | | | | | 151.90 | | | |
12/19/2023
|
| | | | | | | | | | | | | | | | 13,108 | | | | | | 2,255,362 | | |
| | | | | 31,091 | | | | | | 0 | | | | | | | | | | | | 164.35 | | | |
12/18/2024
|
| | | | | | | | | | | | | | | | 11,827 | | | | | | 2,034,953 | | |
| | | | | 17,539 | | | | | | 17,540 | | | | | | | | | | | | 112.08 | | | |
12/17/2025
|
| | | | | | | | | | | | | | | | | | | | | | | | |
| | | | | 7,289 | | | | | | 14,580 | | | | | | | | | | | | 147.31 | | | |
12/16/2026
|
| | | | | | | | | | | | | | | | | | | | | | | | |
| | | | | 0 | | | | | | 22,627 | | | | | | | | | | | | 168.80 | | | |
12/14/2030
|
| | | | | | | | | | | | | | | | | | | | | | | | |
Avner M. Applbaum
|
| | | | 0 | | | | | | 5,295 | | | | | | 0 | | | | | | 168.80 | | | |
12/14/2030
|
| | | | 2,407 | | | | | | 414,148 | | | | | | 2,633 | | | | | | 453,033 | | |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | 2,028 | | | | | | 348,937 | | |
Diane M.Larkin
|
| | | | 0 | | | | | | 2,676 | | | | | | 0 | | | | | | 168.80 | | | |
12/14/2030
|
| | | | 1,397 | | | | | | 240,367 | | | | | | 1,375 | | | | | | 236,502 | | |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | 1,003 | | | | | | 172,576 | | |
Aaron M. Schapper
|
| | | | 3,329 | | | | | | 0 | | | | | | 0 | | | | | | 151.90 | | | |
12/19/2023
|
| | | | 3,157 | | | | | | 543,195 | | | | | | 1,786 | | | | | | 307,299 | | |
| | | | | 3,413 | | | | | | 0 | | | | | | 0 | | | | | | 164.35 | | | |
12/18/2024
|
| | | | | | | | | | | | | | | | 2,652 | | | | | | 456,303 | | |
| | | | | 0 | | | | | | 5,000 | | | | | | 0 | | | | | | 112.08 | | | |
12/17/2025
|
| | | | | | | | | | | | | | | | 3,375 | | | | | | 580,702 | | |
| | | | | 3,548 | | | | | | 1,775 | | | | | | 0 | | | | | | 112.08 | | | |
12/17/2025
|
| | | | | | | | | | | | | | | | | | | | | | | | |
| | | | | 2,028 | | | | | | 4,162 | | | | | | 0 | | | | | | 147.31 | | | |
12/16/2026
|
| | | | | | | | | | | | | | | | | | | | | | | | |
| | | | | 0 | | | | | | 5,855 | | | | | | 0 | | | | | | 168.60 | | | |
12/14/2030
|
| | | | | | | | | | | | | | | | | | | | | | | | |
Claudio O. Laterreur
|
| | | | 657 | | | | | | 1,316 | | | | | | 0 | | | | | | 147.31 | | | |
12/16/2026
|
| | | | 940 | | | | | | 161,736 | | | | | | 1,080 | | | | | | 185,824 | | |
| | | | | 0 | | | | | | 1,966 | | | | | | 0 | | | | | | 168.80 | | | |
12/14/2030
|
| | | | | | | | | | | | | | | | 530 | | | | | | 91,191 | | |
Mark C. Jaksich
|
| | | | 5,238 | | | | | | 0 | | | | | | | | | | | | 151.90 | | | |
12/19/2023
|
| | | | 0 | | | | | | 0 | | | | | | 2,631 | | | | | | 452,689 | | |
| | | | | 10,057 | | | | | | 0 | | | | | | | | | | | | 164.35 | | | |
12/18/2024
|
| | | | | | | | | | | | | | | | 3,761 | | | | | | 647,117 | | |
| | | | | 10,066 | | | | | | 5,033 | | | | | | | | | | | | 112.08 | | | |
12/17/2025
|
| | | | | | | | | | | | | | | | | | | | | | | | |
| | |
Option Awards
|
| |
Stock Awards
|
| ||||||||||||||||||
Name
|
| |
Number of
Shares Acquired on Exercise (#) |
| |
Value
Realized on Exercise ($)(1) |
| |
Number of
Shares Acquired on Vesting (#) |
| |
Value
Realized on Vesting ($)(2) |
| ||||||||||||
Stephen G. Kaniewski
|
| | | | 25,290 | | | | | | 1,199,608 | | | | | | 3,965 | | | | | | 687,196 | | |
Claudio O. Laterreur
|
| | | | — | | | | | | — | | | | | | 203 | | | | | | 33,517 | | |
Aaron M. Schapper
|
| | | | 4,434 | | | | | | 148,984 | | | | | | 1,326 | | | | | | 230,664 | | |
Mark M. Jaksich
|
| | | | 1,672 | | | | | | 398,289 | | | | | | — | | | | | | — | | |
Name
|
| |
Executive
Contributions in Last Fiscal Year ($)(1) |
| |
Registrant
Contributions in Last Fiscal Year ($)(2) |
| |
Aggregate
Earnings in Last Fiscal Year ($) |
| |
Aggregate
Withdrawals/ Distributions ($) |
| |
Aggregate
Balance at Last Fiscal Year End ($)(3)(4) |
| |||||||||||||||
Stephen G. Kaniewski
|
| | | | 0 | | | | | | 1,800 | | | | | | 45,092 | | | | | | 0 | | | | | | 254,118 | | |
Avner M. Applbaum
|
| | | | 0 | | | | | | 0 | | | | | | 0 | | | | | | 0 | | | | | | 0 | | |
Diane M. Larkin
|
| | | | 0 | | | | | | 0 | | | | | | 0 | | | | | | 0 | | | | | | 0 | | |
Aaron M. Schapper
|
| | | | 0 | | | | | | 1,800 | | | | | | 2,256 | | | | | | 0 | | | | | | 12,429 | | |
Claudio O. Laterreur
|
| | | | 114,537 | | | | | | 21,057 | | | | | | 8,798 | | | | | | 0 | | | | | | 144,393 | | |
Mark C. Jaksich
|
| | | | 54,592 | | | | | | 12,781 | | | | | | 499,936 | | | | | | 0 | | | | | | 4,913,406 | | |
Name
|
| |
Fees Earned
or paid in Cash ($)(1)(2) |
| |
Stock
Awards ($)(1) |
| |
All Other
Compensation ($) |
| |
Total
($) |
| ||||||||||||
Mogens Bay
|
| | | | 180,624 | | | | | | 135,000 | | | | | | 0 | | | | | | 315,624 | | |
Walter Scott, Jr.
|
| | | | 109,250 | | | | | | 135,000 | | | | | | 0 | | | | | | 244,250 | | |
Kaj den Daas
|
| | | | 101,125 | | | | | | 135,000 | | | | | | 0 | | | | | | 236,125 | | |
Daniel P. Neary
|
| | | | 116,875 | | | | | | 135,000 | | | | | | 0 | | | | | | 251,875 | | |
Clark T. Randt
|
| | | | 104,500 | | | | | | 135,000 | | | | | | 0 | | | | | | 239,500 | | |
J. B. Milliken
|
| | | | 99,500 | | | | | | 135,000 | | | | | | 0 | | | | | | 234,500 | | |
Catherine J. Paglia
|
| | | | 133,125 | | | | | | 135,000 | | | | | | 0 | | | | | | 268,125 | | |
Theo W. Freye
|
| | | | 94,500 | | | | | | 135,000 | | | | | | 0 | | | | | | 229,500 | | |
Richard A. Lanoha
|
| | | | 92,500 | | | | | | 67,441 | | | | | | 0 | | | | | | 159,941 | | |
Ritu Favre
|
| | | | 23,750 | | | | | | 0 | | | | | | 0 | | | | | | 23,750 | | |
Joan Robinson-Berry
|
| | | | 23,750 | | | | | | 0 | | | | | | 0 | | | | | | 23,750 | | |
Donna Milrod
|
| | | | 34,792 | | | | | | 0 | | | | | | 0 | | | | | | 34,792 | | |
Name
|
| |
Restricted
Stock Units |
| |||
Mogens Bay
|
| | | | 1,147 | | |
Walter Scott, Jr.
|
| | | | 1,147 | | |
Kaj den Daas
|
| | | | 1,147 | | |
Daniel P. Neary
|
| | | | 1,147 | | |
Clark T. Randt
|
| | | | 1,147 | | |
J. B. Milliken
|
| | | | 1,147 | | |
Catherine J. Paglia
|
| | | | 1,147 | | |
Theo W. Freye
|
| | | | 1,147 | | |
Richard A. Lanoha
|
| | | | 573 | | |
Ritu Favre
|
| | | | 0 | | |
Joan Robinson-Berry
|
| | | | 0 | | |
| | |
Number of securities
to be issued upon exercise of outstanding options, warrants and rights (a)(1) |
| |
Weighted-average
exercise price of outstanding options, warrants and rights (b)(2) |
| |
Number of securities
remaining available for future issuance under equity compensation (including securities plans reflected in column (a)) (c) |
| |||||||||
Equity compensation plans approved by
security holders |
| | | | 676,664 | | | | | $ | 141.79 | | | | | | 779,336 | | |
Equity compensation plans not approved
by security holders |
| | | | 0 | | | | | | | | | | | | 0 | | |
Total
|
| | | | 676,664 | | | | | $ | 141.79 | | | | | | 779,336 | | |
| | |
Unvested
Options |
| |
Unvested
Restricted Stock |
| ||||||
Stephen G. Kaniewski
|
| | | $ | 1,486,667 | | | | | $ | 2,414,518 | | |
Avner M. Applbaum
|
| | | $ | 17,261 | | | | | $ | 414,148 | | |
Aaron M. Schapper
|
| | | $ | 528,461 | | | | | $ | 543,193 | | |
Diane M. Larkin
|
| | | $ | 8,724 | | | | | $ | 240,367 | | |
Claudio O. Laterreur
|
| | | $ | 38,980 | | | | | $ | 161,736 | | |
Mark C. Jaksich
|
| | | $ | 301,879 | | | | | $ | 0 | | |
|
Stephen G. Kaniewski
|
| | | $ | 5,645,804 | | |
|
Avner M. Applbaum
|
| | | $ | 418,277 | | |
|
Aaron M. Schapper
|
| | | $ | 805,068 | | |
|
Diane M. Larkin
|
| | | $ | 136,271 | | |
|
Claudio C. Laterreur
|
| | | $ | 184,964 | | |
|
Mark C. Jaksich
|
| | | $ | 884,101 | | |
| | |
2020
|
| |
2019
|
| ||||||
Audit Fees
|
| | | | 2,451,826 | | | | | | 2,485,000 | | |
Audit-Related Fees
|
| | | | 234,000 | | | | | | 326,505 | | |
Tax Fees
|
| | | | 165,118 | | | | | | 234,556 | | |
Other Fees
|
| | | | 2,000 | | | | | | 5,000 | | |
Total Fees
|
| | | | 2,852,944 | | | | | | 3,051,061 | | |