Pay vs Performance Disclosure - USD ($)
|
4 Months Ended |
8 Months Ended |
12 Months Ended |
Apr. 24, 2022 |
Dec. 31, 2022 |
Dec. 31, 2022 |
Dec. 31, 2021 |
Dec. 31, 2020 |
Pay vs Performance Disclosure [Table] |
|
|
|
|
|
Pay vs Performance [Table Text Block] |
|
|
Pay-versus-Performance
|
2022
|
|
|
$8,958,314
|
|
|
$4,378,660
|
|
|
($306,892)
|
|
|
$3,755,040
|
|
|
$2,232,721
|
|
|
$1,293,593
|
|
|
$81
|
|
|
$128
|
|
|
$69,800
|
|
|
$276,800
|
|
|
2021
|
|
|
$8,953,055
|
|
|
N/A
|
|
|
$7,292,777
|
|
|
N/A
|
|
|
$2,421,693
|
|
|
$2,056,217
|
|
|
$89
|
|
|
$141
|
|
|
$1,800
|
|
|
$227,600
|
|
|
2020
|
|
|
$5,580,953
|
|
|
N/A
|
|
|
$5,124,015
|
|
|
N/A
|
|
|
$1,926,164
|
|
|
$1,748,569
|
|
|
$93
|
|
|
$111
|
|
|
$54,300
|
|
|
$192,600
|
|
(1)
|
The Principal Executive Officer (“PEO”) for 2020, 2021, and 2022, referenced as “First PEO”, was Belgacem Chariag, former Chairman, President, and Chief Executive Officer (whose employment was terminated without cause by the Board on
April 25, 2022).
|
(2)
|
The PEO for 2022, referenced as “Second PEO”, was Kurt J. Bitting, Chief Executive Officer (effective as of April 25, 2022).
|
(3)
|
The non-PEO Named Executive Officers (“NEOs”) for 2022 and their respective titles during such year were Michael
Feehan, Vice President and Chief Financial Officer; Joseph S. Koscinski, Vice President, General Counsel and Secretary; George L. Vann, Jr., Vice President and President — Ecoservices; Paul Whittleston, Vice President – Strategy and
Business Development; and Thomas Schneberger, President of Ecovyst and President — Catalyst Technologies (who resigned effective November 29, 2022). The non-PEO NEOs for 2021 and their respective titles during such year were Thomas
Schneberger, Vice President and President — Catalyst Technologies; Kurt Bitting, Vice President and President — Ecoservices; Michael Feehan, Vice President and Chief Financial Officer; Joseph S. Koscinski, Vice President, General
Counsel and Secretary; Albert F. Beninati, Jr., Vice President and President — Performance Chemicals (whose employment terminated on August 2, 2021 in connection with the sale of the Performance Chemicals business); and Michael Crews,
Executive Vice President and Chief Financial Officer (who retired from the Company effective September 30, 2021). The non-PEO NEOs for 2020 and their respective titles during such year were Michael Crews, Executive Vice President and
Chief Financial Officer; Ray Kolberg, Vice President and President — Catalysts (who resigned effective March 15, 2021); Joseph S. Koscinski, Vice President, General Counsel and Secretary; Albert F. Beninati, Jr., Vice President and
President, Performance Chemicals; and Scott Randolph, Vice President and President, Performance Materials (whose employment terminated on December 14, 2020 in connection with the sale of the Performance Materials business).
|
(4)
|
For purposes of calculating the cumulative total shareholder return, the measurement period is the market close
on the last trading day before fiscal year 2020, through and including the end of the fiscal year for which cumulative total shareholder return is being calculated. TSR and peer group TSR has been calculated based on a fixed investment
of one hundred dollars at the measurement point.
|
(5)
|
The peer group used in this calculation is defined as the “2023 Compensation Peer Group” on page 38. The returns
of each issuer of the group were weighted according to the respective issuers’ stock market capitalization at the beginning of the period for which a return is indicated.
|
(6)
|
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.
|
|
|
|
|
(a)
|
|
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(b)
|
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(c)
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(d)
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|
2022
|
|
|
$8,958,314
|
|
|
($5,869,774)
|
|
|
($3,395,432)
|
|
|
($306,892)
|
|
|
2021
|
|
|
$8,953,055
|
|
|
($6,000,007)
|
|
|
$4,339,729
|
|
|
$7,292,777
|
|
|
2020
|
|
|
$5,580,953
|
|
|
($3,999,998)
|
|
|
$3,543,060
|
|
|
$5,124,015
|
|
|
|
|
|
(a)
|
|
|
(b)
|
|
|
(c)
|
|
|
(d)
|
|
|
2022
|
|
|
$4,378,660
|
|
|
($2,670,440)
|
|
|
$2,046,819
|
|
|
$3,755,040
|
|
|
|
|
|
(a)
|
|
|
(b)
|
|
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(c)
|
|
|
(d)
|
|
|
2022
|
|
|
$2,232,721
|
|
|
($1,498,620)
|
|
|
$559,493
|
|
|
$1,293,593
|
|
|
2021
|
|
|
$2,421,693
|
|
|
($1,333,333)
|
|
|
$967,858
|
|
|
$2,056,217
|
|
|
2020
|
|
|
$1,926,164
|
|
|
($930,005)
|
|
|
$752,409
|
|
|
$1,748,569
|
|
(1)
|
The calculation used for Compensation Actually Paid is columns (a) + (b) + (c) = (d)
|
The amounts in the Inclusion of Equity Values in the tables above are derived from the
amounts set forth in the following tables:
|
|
|
|
(a)
|
|
|
(b)
|
|
|
(c)
|
|
|
(d)
|
|
|
(e)
|
|
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(f)
|
|
|
(g)
|
|
|
2022
|
|
|
$52,192
|
|
|
($254,446)
|
|
|
—
|
|
|
$34,177
|
|
|
($3,227,355)
|
|
|
—
|
|
|
($3,395,432)
|
|
|
2021
|
|
|
$5,150,840
|
|
|
($858,578)
|
|
|
—
|
|
|
$47,466
|
|
|
—
|
|
|
—
|
|
|
$4,339,729
|
|
|
2020
|
|
|
$4,202,039
|
|
|
($196,873)
|
|
|
—
|
|
|
($462,107)
|
|
|
—
|
|
|
—
|
|
|
$3,543,060
|
|
|
|
|
|
(a)
|
|
|
(b)
|
|
|
(c)
|
|
|
(d)
|
|
|
(e)
|
|
|
(f)
|
|
|
(g)
|
|
|
2022
|
|
|
$2,199,740
|
|
|
($159,076)
|
|
|
—
|
|
|
$6,156
|
|
|
—
|
|
|
—
|
|
|
$2,046,819
|
|
|
|
|
|
(a)
|
|
|
(b)
|
|
|
(c)
|
|
|
(d)
|
|
|
(e)
|
|
|
(f)
|
|
|
(g)
|
|
|
2022
|
|
|
$811,571
|
|
|
($51,158)
|
|
|
—
|
|
|
$840
|
|
|
($201,761)
|
|
|
—
|
|
|
$559,493
|
|
|
2021
|
|
|
$1,109,321
|
|
|
($148,209)
|
|
|
—
|
|
|
$6,746
|
|
|
—
|
|
|
—
|
|
|
$967,858
|
|
|
2020
|
|
|
$969,619
|
|
|
($42,613)
|
|
|
—
|
|
|
($174,596)
|
|
|
—
|
|
|
—
|
|
|
$752,409
|
|
(1)
|
The calculation used for Compensation Actually Paid is columns (a) + (b) + (c) + (d) + (e) + (f) = (g).
|
|
|
|
Company Selected Measure Name |
|
|
Adjusted EBITDA
|
|
|
Named Executive Officers, Footnote [Text Block] |
|
|
(3)
|
The non-PEO Named Executive Officers (“NEOs”) for 2022 and their respective titles during such year were Michael
Feehan, Vice President and Chief Financial Officer; Joseph S. Koscinski, Vice President, General Counsel and Secretary; George L. Vann, Jr., Vice President and President — Ecoservices; Paul Whittleston, Vice President – Strategy and
Business Development; and Thomas Schneberger, President of Ecovyst and President — Catalyst Technologies (who resigned effective November 29, 2022). The non-PEO NEOs for 2021 and their respective titles during such year were Thomas
Schneberger, Vice President and President — Catalyst Technologies; Kurt Bitting, Vice President and President — Ecoservices; Michael Feehan, Vice President and Chief Financial Officer; Joseph S. Koscinski, Vice President, General
Counsel and Secretary; Albert F. Beninati, Jr., Vice President and President — Performance Chemicals (whose employment terminated on August 2, 2021 in connection with the sale of the Performance Chemicals business); and Michael Crews,
Executive Vice President and Chief Financial Officer (who retired from the Company effective September 30, 2021). The non-PEO NEOs for 2020 and their respective titles during such year were Michael Crews, Executive Vice President and
Chief Financial Officer; Ray Kolberg, Vice President and President — Catalysts (who resigned effective March 15, 2021); Joseph S. Koscinski, Vice President, General Counsel and Secretary; Albert F. Beninati, Jr., Vice President and
President, Performance Chemicals; and Scott Randolph, Vice President and President, Performance Materials (whose employment terminated on December 14, 2020 in connection with the sale of the Performance Materials business).
|
|
|
|
Peer Group Issuers, Footnote [Text Block] |
|
|
(5)
|
The peer group used in this calculation is defined as the “2023 Compensation Peer Group” on page 38. The returns
of each issuer of the group were weighted according to the respective issuers’ stock market capitalization at the beginning of the period for which a return is indicated.
|
|
|
|
Adjustment To PEO Compensation, Footnote [Text Block] |
|
|
(6)
|
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.
|
|
|
|
|
(a)
|
|
|
(b)
|
|
|
(c)
|
|
|
(d)
|
|
|
2022
|
|
|
$8,958,314
|
|
|
($5,869,774)
|
|
|
($3,395,432)
|
|
|
($306,892)
|
|
|
2021
|
|
|
$8,953,055
|
|
|
($6,000,007)
|
|
|
$4,339,729
|
|
|
$7,292,777
|
|
|
2020
|
|
|
$5,580,953
|
|
|
($3,999,998)
|
|
|
$3,543,060
|
|
|
$5,124,015
|
|
|
|
|
|
(a)
|
|
|
(b)
|
|
|
(c)
|
|
|
(d)
|
|
|
2022
|
|
|
$4,378,660
|
|
|
($2,670,440)
|
|
|
$2,046,819
|
|
|
$3,755,040
|
|
(1)
|
The calculation used for Compensation Actually Paid is columns (a) + (b) + (c) = (d)
|
The amounts in the Inclusion of Equity Values in the tables above are derived from the
amounts set forth in the following tables:
|
|
|
|
(a)
|
|
|
(b)
|
|
|
(c)
|
|
|
(d)
|
|
|
(e)
|
|
|
(f)
|
|
|
(g)
|
|
|
2022
|
|
|
$52,192
|
|
|
($254,446)
|
|
|
—
|
|
|
$34,177
|
|
|
($3,227,355)
|
|
|
—
|
|
|
($3,395,432)
|
|
|
2021
|
|
|
$5,150,840
|
|
|
($858,578)
|
|
|
—
|
|
|
$47,466
|
|
|
—
|
|
|
—
|
|
|
$4,339,729
|
|
|
2020
|
|
|
$4,202,039
|
|
|
($196,873)
|
|
|
—
|
|
|
($462,107)
|
|
|
—
|
|
|
—
|
|
|
$3,543,060
|
|
|
|
|
|
(a)
|
|
|
(b)
|
|
|
(c)
|
|
|
(d)
|
|
|
(e)
|
|
|
(f)
|
|
|
(g)
|
|
|
2022
|
|
|
$2,199,740
|
|
|
($159,076)
|
|
|
—
|
|
|
$6,156
|
|
|
—
|
|
|
—
|
|
|
$2,046,819
|
|
(1)
|
The calculation used for Compensation Actually Paid is columns (a) + (b) + (c) + (d) + (e) + (f) = (g).
|
|
|
|
Non-PEO NEO Average Total Compensation Amount |
|
|
$ 2,232,721
|
$ 2,421,693
|
$ 1,926,164
|
Non-PEO NEO Average Compensation Actually Paid Amount |
|
|
$ 1,293,593
|
2,056,217
|
1,748,569
|
Adjustment to Non-PEO NEO Compensation Footnote [Text Block] |
|
|
(6)
|
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.
|
|
|
|
|
(a)
|
|
|
(b)
|
|
|
(c)
|
|
|
(d)
|
|
|
2022
|
|
|
$2,232,721
|
|
|
($1,498,620)
|
|
|
$559,493
|
|
|
$1,293,593
|
|
|
2021
|
|
|
$2,421,693
|
|
|
($1,333,333)
|
|
|
$967,858
|
|
|
$2,056,217
|
|
|
2020
|
|
|
$1,926,164
|
|
|
($930,005)
|
|
|
$752,409
|
|
|
$1,748,569
|
|
(1)
|
The calculation used for Compensation Actually Paid is columns (a) + (b) + (c) = (d)
|
The amounts in the Inclusion of Equity Values in the tables above are derived from the
amounts set forth in the following tables:
|
|
|
|
(a)
|
|
|
(b)
|
|
|
(c)
|
|
|
(d)
|
|
|
(e)
|
|
|
(f)
|
|
|
(g)
|
|
|
2022
|
|
|
$811,571
|
|
|
($51,158)
|
|
|
—
|
|
|
$840
|
|
|
($201,761)
|
|
|
—
|
|
|
$559,493
|
|
|
2021
|
|
|
$1,109,321
|
|
|
($148,209)
|
|
|
—
|
|
|
$6,746
|
|
|
—
|
|
|
—
|
|
|
$967,858
|
|
|
2020
|
|
|
$969,619
|
|
|
($42,613)
|
|
|
—
|
|
|
($174,596)
|
|
|
—
|
|
|
—
|
|
|
$752,409
|
|
(1)
|
The calculation used for Compensation Actually Paid is columns (a) + (b) + (c) + (d) + (e) + (f) = (g).
|
|
|
|
Compensation Actually Paid vs. Total Shareholder Return [Text Block] |
|
|
* Assumes $100 invested at market close of 12/31/2019 in stock or index, including reinvestment of
dividends.
|
|
|
Compensation Actually Paid vs. Net Income [Text Block] |
|
|
|
|
|
Compensation Actually Paid vs. Company Selected Measure [Text Block] |
|
|
|
|
|
Total Shareholder Return Vs Peer Group [Text Block] |
|
|
* Assumes $100 invested at market close of 12/31/2019 in stock or index, including reinvestment of
dividends.
|
|
|
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 other NEOs for 2022 to Company performance.
|
Adjusted EBITDA
|
|
|
Adjusted Free Cash Flow
|
|
|
TSR
|
|
|
|
|
Total Shareholder Return Amount |
|
|
$ 81
|
89
|
93
|
Peer Group Total Shareholder Return Amount |
|
|
128
|
141
|
111
|
Net Income (Loss) |
|
|
$ 69,800,000
|
$ 1,800,000
|
$ 54,300,000
|
Company Selected Measure Amount |
|
|
276,800,000
|
227,600,000
|
192,600,000
|
PEO Name |
Belgacem Chariag
|
Kurt J. Bitting
|
|
Belgacem Chariag
|
Belgacem Chariag
|
Measure [Axis]: 1 |
|
|
|
|
|
Pay vs Performance Disclosure [Table] |
|
|
|
|
|
Measure Name |
|
|
Adjusted EBITDA
|
|
|
Measure [Axis]: 2 |
|
|
|
|
|
Pay vs Performance Disclosure [Table] |
|
|
|
|
|
Measure Name |
|
|
Adjusted Free Cash Flow
|
|
|
Measure [Axis]: 3 |
|
|
|
|
|
Pay vs Performance Disclosure [Table] |
|
|
|
|
|
Measure Name |
|
|
TSR
|
|
|
Belgacem Chariag [Member] |
|
|
|
|
|
Pay vs Performance Disclosure [Table] |
|
|
|
|
|
PEO Total Compensation Amount |
|
|
$ 8,958,314
|
$ 8,953,055
|
$ 5,580,953
|
PEO Actually Paid Compensation Amount |
|
|
(306,892)
|
7,292,777
|
5,124,015
|
Kurt J. Bitting [Member] |
|
|
|
|
|
Pay vs Performance Disclosure [Table] |
|
|
|
|
|
PEO Total Compensation Amount |
|
|
4,378,660
|
|
|
PEO Actually Paid Compensation Amount |
|
|
3,755,040
|
|
|
PEO [Member] | Belgacem Chariag [Member] | Exclusion of Stock Awards and Option Awards [Member] |
|
|
|
|
|
Pay vs Performance Disclosure [Table] |
|
|
|
|
|
Adjustment to Compensation Amount |
|
|
(5,869,774)
|
(6,000,007)
|
(3,999,998)
|
PEO [Member] | Belgacem Chariag [Member] | Inclusion of Equity Values [Member] |
|
|
|
|
|
Pay vs Performance Disclosure [Table] |
|
|
|
|
|
Adjustment to Compensation Amount |
|
|
(3,395,432)
|
4,339,729
|
3,543,060
|
PEO [Member] | Belgacem Chariag [Member] | Year-End Fair Value of Equity Awards Granted During Year that Remained Unvested as of Last Day of Year [Member] |
|
|
|
|
|
Pay vs Performance Disclosure [Table] |
|
|
|
|
|
Adjustment to Compensation Amount |
|
|
52,192
|
5,150,840
|
4,202,039
|
PEO [Member] | Belgacem Chariag [Member] | Change in Fair Value from Last Day of Prior Year to Last Day of Year of Unvested Equity Awards [Member] |
|
|
|
|
|
Pay vs Performance Disclosure [Table] |
|
|
|
|
|
Adjustment to Compensation Amount |
|
|
(254,446)
|
(858,578)
|
(196,873)
|
PEO [Member] | Belgacem Chariag [Member] | Vesting-Date Fair Value of Equity Awards Granted During Year that Vested During Year [Member] |
|
|
|
|
|
Pay vs Performance Disclosure [Table] |
|
|
|
|
|
Adjustment to Compensation Amount |
|
|
0
|
0
|
0
|
PEO [Member] | Belgacem Chariag [Member] | Change in Fair Value from Last Day of Prior Year to Vesting Date of Unvested Equity Awards that Vested During Year [Member] |
|
|
|
|
|
Pay vs Performance Disclosure [Table] |
|
|
|
|
|
Adjustment to Compensation Amount |
|
|
34,177
|
47,466
|
(462,107)
|
PEO [Member] | Belgacem Chariag [Member] | Fair Value at Last Day of Prior Year of Equity Awards Forfeited During Year [Member] |
|
|
|
|
|
Pay vs Performance Disclosure [Table] |
|
|
|
|
|
Adjustment to Compensation Amount |
|
|
(3,227,355)
|
0
|
0
|
PEO [Member] | Belgacem Chariag [Member] | Value of Dividends or Other Earnings Paid on Equity Awards not Otherwise Included [Member] |
|
|
|
|
|
Pay vs Performance Disclosure [Table] |
|
|
|
|
|
Adjustment to Compensation Amount |
|
|
0
|
0
|
0
|
PEO [Member] | Kurt J. Bitting [Member] | Exclusion of Stock Awards and Option Awards [Member] |
|
|
|
|
|
Pay vs Performance Disclosure [Table] |
|
|
|
|
|
Adjustment to Compensation Amount |
|
|
(2,670,440)
|
|
|
PEO [Member] | Kurt J. Bitting [Member] | Inclusion of Equity Values [Member] |
|
|
|
|
|
Pay vs Performance Disclosure [Table] |
|
|
|
|
|
Adjustment to Compensation Amount |
|
|
2,046,819
|
|
|
PEO [Member] | Kurt J. Bitting [Member] | Year-End Fair Value of Equity Awards Granted During Year that Remained Unvested as of Last Day of Year [Member] |
|
|
|
|
|
Pay vs Performance Disclosure [Table] |
|
|
|
|
|
Adjustment to Compensation Amount |
|
|
2,199,740
|
|
|
PEO [Member] | Kurt J. Bitting [Member] | Change in Fair Value from Last Day of Prior Year to Last Day of Year of Unvested Equity Awards [Member] |
|
|
|
|
|
Pay vs Performance Disclosure [Table] |
|
|
|
|
|
Adjustment to Compensation Amount |
|
|
(159,076)
|
|
|
PEO [Member] | Kurt J. Bitting [Member] | Vesting-Date Fair Value of Equity Awards Granted During Year that Vested During Year [Member] |
|
|
|
|
|
Pay vs Performance Disclosure [Table] |
|
|
|
|
|
Adjustment to Compensation Amount |
|
|
0
|
|
|
PEO [Member] | Kurt J. Bitting [Member] | Change in Fair Value from Last Day of Prior Year to Vesting Date of Unvested Equity Awards that Vested During Year [Member] |
|
|
|
|
|
Pay vs Performance Disclosure [Table] |
|
|
|
|
|
Adjustment to Compensation Amount |
|
|
6,156
|
|
|
PEO [Member] | Kurt J. Bitting [Member] | Fair Value at Last Day of Prior Year of Equity Awards Forfeited During Year [Member] |
|
|
|
|
|
Pay vs Performance Disclosure [Table] |
|
|
|
|
|
Adjustment to Compensation Amount |
|
|
0
|
|
|
PEO [Member] | Kurt J. Bitting [Member] | Value of Dividends or Other Earnings Paid on Equity Awards not Otherwise Included [Member] |
|
|
|
|
|
Pay vs Performance Disclosure [Table] |
|
|
|
|
|
Adjustment to Compensation Amount |
|
|
0
|
|
|
Non-PEO NEO [Member] | Exclusion of Stock Awards and Option Awards [Member] |
|
|
|
|
|
Pay vs Performance Disclosure [Table] |
|
|
|
|
|
Adjustment to Compensation Amount |
|
|
(1,498,620)
|
(1,333,333)
|
(930,005)
|
Non-PEO NEO [Member] | Inclusion of Equity Values [Member] |
|
|
|
|
|
Pay vs Performance Disclosure [Table] |
|
|
|
|
|
Adjustment to Compensation Amount |
|
|
559,493
|
967,858
|
752,409
|
Non-PEO NEO [Member] | Year-End Fair Value of Equity Awards Granted During Year that Remained Unvested as of Last Day of Year [Member] |
|
|
|
|
|
Pay vs Performance Disclosure [Table] |
|
|
|
|
|
Adjustment to Compensation Amount |
|
|
811,571
|
1,109,321
|
969,619
|
Non-PEO NEO [Member] | Change in Fair Value from Last Day of Prior Year to Last Day of Year of Unvested Equity Awards [Member] |
|
|
|
|
|
Pay vs Performance Disclosure [Table] |
|
|
|
|
|
Adjustment to Compensation Amount |
|
|
(51,158)
|
(148,209)
|
(42,613)
|
Non-PEO NEO [Member] | Vesting-Date Fair Value of Equity Awards Granted During Year that Vested During Year [Member] |
|
|
|
|
|
Pay vs Performance Disclosure [Table] |
|
|
|
|
|
Adjustment to Compensation Amount |
|
|
0
|
0
|
0
|
Non-PEO NEO [Member] | Change in Fair Value from Last Day of Prior Year to Vesting Date of Unvested Equity Awards that Vested During Year [Member] |
|
|
|
|
|
Pay vs Performance Disclosure [Table] |
|
|
|
|
|
Adjustment to Compensation Amount |
|
|
840
|
6,746
|
(174,596)
|
Non-PEO NEO [Member] | Fair Value at Last Day of Prior Year of Equity Awards Forfeited During Year [Member] |
|
|
|
|
|
Pay vs Performance Disclosure [Table] |
|
|
|
|
|
Adjustment to Compensation Amount |
|
|
(201,761)
|
0
|
0
|
Non-PEO NEO [Member] | Value of Dividends or Other Earnings Paid on Equity Awards not Otherwise Included [Member] |
|
|
|
|
|
Pay vs Performance Disclosure [Table] |
|
|
|
|
|
Adjustment to Compensation Amount |
|
|
$ 0
|
$ 0
|
$ 0
|