Pay vs Performance Disclosure - USD ($)
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12 Months Ended |
Oct. 27, 2024 |
Oct. 29, 2023 |
Oct. 30, 2022 |
Oct. 31, 2021 |
Pay vs Performance Disclosure |
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Pay vs Performance Disclosure, Table |
The following disclosure sets forth information concerning the compensation for our principal executive officer (“PEO”) and the average compensation for our other NEOs (“Non-PEO NEOs”), as reported in the Summary Compensation Table and with certain adjustments to reflect the “compensation actually paid” for such individuals, and certain financial performance measures, for our four most recently completed fiscal years. This disclosure has been prepared in accordance with Item 402(v) of the Exchange Act. Pay versus Performance Table
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Value of Initial Fixed $100 Investment Based on: |
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Summary Compensation Table Total for PEO (1) |
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Compensation Actually Paid to PEO (1)(2)(3) |
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Average Summary Compensation Table Total for Non-PEO NEOs (1) |
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Average Compensation Actually Paid to Non-PEO NEOs (1)(2)(4) |
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Total Shareholder Return (5) |
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Peer Group Total Shareholder Return (5) |
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2024 |
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$27,799,212 |
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$ 86,080,922 |
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$7,002,497 |
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$15,828,801 |
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$316.48 |
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$232.14 |
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$7,177 |
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$8.65 |
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2023 |
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$26,854,544 |
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$ 71,918,135 |
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$6,475,471 |
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$12,376,799 |
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$221.11 |
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$142.27 |
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$6,856 |
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$8.05 |
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2022 |
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$20,399,972 |
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($ 22,058,266 |
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$5,953,570 |
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$ 1,634,909 |
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$149.67 |
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$105.92 |
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$6,525 |
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$7.70 |
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2021 |
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$35,265,559 |
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$144,856,918 |
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$6,675,150 |
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$14,982,610 |
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$226.06 |
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$148.13 |
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$5,888 |
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$6.84 |
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(1) |
Mr. Dickerson was our PEO for each year presented. The Non-PEO NEOs were: (i) for fiscal 2024 and 2023, Drs. Raja and Nalamasu and Messrs. Hill and Deane, (ii) for fiscal 2022, Drs. Raja and Nalamasu, Messrs. Hill and Deane, Robert J. Halliday, and Ali Salehpour, and (iii) for fiscal 2021, Drs. Raja and Nalamasu, Messrs. Halliday and Salehpour, and Daniel J. Durn. |
(2) |
The dollar amounts reported represent the amount of “compensation actually paid,” as calculated in accordance with SEC rules. The dollar amounts do not reflect the amounts of compensation actually earned, realized or received by our NEOs during the applicable fiscal year. In accordance with SEC rules, certain adjustments were made to the Summary Compensation Table total compensation to determine the amount of “compensation actually paid,” as shown in notes 3 and 4 to this table. |
(3) |
The following table shows the amounts deducted from and added to the Summary Compensation Table (“SCT”) total compensation to calculate “compensation actually paid” for Mr. Dickerson. |
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Amounts Reported as Stock Awards in SCT |
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Year-End Fair Value of Equity Awards Granted in the Year and Unvested at Year End |
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Fair Value As of the Vesting Date of Equity Awards Granted and Vested in the Year |
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Year over Year Change in Fair Value of Equity Awards Granted in Prior Years and Unvested at Year End |
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Change As of the Vesting Date (From End of Prior Fiscal Year) in Fair Value of Equity Awards Granted in Prior Years that Vested in the Year ($) |
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Fair Value as of Prior Year-End of Equity Awards Granted in Prior Years that Failed to Meet Vesting Conditions in the Year ($) |
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Value of Dividends or other Earnings Paid on Equity Awards not Otherwise Reflected in Fair Value |
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Compensation Actually Paid ($) |
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2024 |
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27,799,212 |
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24,861,142 |
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38,274,775 |
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— |
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36,063,347 |
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8,804,730 |
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— |
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— |
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86,080,922 |
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2023 |
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26,854,544 |
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23,951,048 |
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34,382,124 |
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— |
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29,015,408 |
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5,617,107 |
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— |
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— |
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71,918,135 |
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2022 |
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20,399,972 |
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17,783,334 |
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11,152,105 |
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— |
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(40,108,077 |
) |
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4,281,068 |
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— |
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— |
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(22,058,266 |
) |
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2021 |
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35,265,559 |
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31,710,469 |
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67,242,440 |
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— |
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67,802,579 |
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6,256,810 |
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— |
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— |
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144,856,918 |
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(4) |
The following table shows the amounts deducted from and added to the average SCT total compensation to calculate the average “compensation actually paid” for our Non-PEO NEOs. |
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Fair Value As of the Vesting Date of Equity Awards |
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Awards Granted in Prior Years |
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Vesting Date (From End of Prior Fiscal Year) in Fair Value of Equity Awards Granted in Prior Years that Vested in the Year ($) |
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Fair Value as of Prior Year-End of Equity Awards Granted in Prior Years that Failed to Meet Vesting Conditions in the Year ($) |
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Value of Dividends or other Earnings Paid on Equity Awards not Otherwise Reflected in Fair Value |
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Compensation Actually Paid ($) |
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2024 |
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7,002,497 |
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5,213,113 |
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7,590,982 |
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— |
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4,862,165 |
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1,586,270 |
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— |
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— |
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15,828,801 |
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2023 |
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6,475,471 |
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4,825,611 |
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6,605,428 |
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— |
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3,400,246 |
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721,266 |
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— |
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— |
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12,376,799 |
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2022 |
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5,953,570 |
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4,139,424 |
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2,811,599 |
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— |
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(3,525,315 |
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534,479 |
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— |
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— |
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1,634,909 |
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2021 |
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6,675,150 |
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5,370,836 |
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6,775,456 |
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— |
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7,971,327 |
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1,370,968 |
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2,439,455 |
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— |
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14,982,610 |
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(5) |
Total Shareholder Return for the Company and the Peer Group is based on an initial fixed investment of $100 beginning with the market close on October 23, 2020, the last trading day before fiscal 2021, and is calculated in accordance with SEC rules. The Peer Group TSR set forth in this table reflects the TSR for the PHLX Semiconductor Index, which we also use in the performance graph required by Item 201(e) of Regulation S-K under the Exchange Act, and included in our Annual Report on Form 10-K for the fiscal year ended October 27, 2024. |
(6) |
Non-GAAP Earnings Per Share is the financial measure that was determined to be the most important financial performance measure linking “compensation actually paid” for our NEOs to company performance for fiscal 2024 and therefore was selected as the fiscal 2024 “Company-Selected Measure” as defined in Item 402(v) of Regulation S-K under the Exchange Act. See Appendix A for a reconciliation of non-GAAP EPS. |
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Company Selected Measure Name |
Earnings Per Share
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Named Executive Officers, Footnote |
Mr. Dickerson was our PEO for each year presented. The Non-PEO NEOs were: (i) for fiscal 2024 and 2023, Drs. Raja and Nalamasu and Messrs. Hill and Deane, (ii) for fiscal 2022, Drs. Raja and Nalamasu, Messrs. Hill and Deane, Robert J. Halliday, and Ali Salehpour, and (iii) for fiscal 2021, Drs. Raja and Nalamasu, Messrs. Halliday and Salehpour, and Daniel J. Durn.
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Peer Group Issuers, Footnote |
Total Shareholder Return for the Company and the Peer Group is based on an initial fixed investment of $100 beginning with the market close on October 23, 2020, the last trading day before fiscal 2021, and is calculated in accordance with SEC rules. The Peer Group TSR set forth in this table reflects the TSR for the PHLX Semiconductor Index, which we also use in the performance graph required by Item 201(e) of Regulation S-K under the Exchange Act, and included in our Annual Report on Form 10-K for the fiscal year ended October 27, 2024.
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PEO Total Compensation Amount |
$ 27,799,212
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$ 26,854,544
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$ 20,399,972
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$ 35,265,559
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PEO Actually Paid Compensation Amount |
$ 86,080,922
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71,918,135
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(22,058,266)
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144,856,918
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Adjustment To PEO Compensation, Footnote |
(3) |
The following table shows the amounts deducted from and added to the Summary Compensation Table (“SCT”) total compensation to calculate “compensation actually paid” for Mr. Dickerson. |
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Amounts Reported as Stock Awards in SCT |
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Year-End Fair Value of Equity Awards Granted in the Year and Unvested at Year End |
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Fair Value As of the Vesting Date of Equity Awards Granted and Vested in the Year |
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Year over Year Change in Fair Value of Equity Awards Granted in Prior Years and Unvested at Year End |
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Change As of the Vesting Date (From End of Prior Fiscal Year) in Fair Value of Equity Awards Granted in Prior Years that Vested in the Year ($) |
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Fair Value as of Prior Year-End of Equity Awards Granted in Prior Years that Failed to Meet Vesting Conditions in the Year ($) |
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Value of Dividends or other Earnings Paid on Equity Awards not Otherwise Reflected in Fair Value |
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Compensation Actually Paid ($) |
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2024 |
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27,799,212 |
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24,861,142 |
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38,274,775 |
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— |
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36,063,347 |
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8,804,730 |
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— |
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— |
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86,080,922 |
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2023 |
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26,854,544 |
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23,951,048 |
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34,382,124 |
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— |
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29,015,408 |
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5,617,107 |
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— |
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— |
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71,918,135 |
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2022 |
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20,399,972 |
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17,783,334 |
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11,152,105 |
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— |
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(40,108,077 |
) |
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4,281,068 |
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— |
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— |
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(22,058,266 |
) |
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2021 |
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35,265,559 |
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31,710,469 |
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67,242,440 |
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— |
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67,802,579 |
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6,256,810 |
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— |
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— |
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144,856,918 |
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Non-PEO NEO Average Total Compensation Amount |
$ 7,002,497
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6,475,471
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5,953,570
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6,675,150
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Non-PEO NEO Average Compensation Actually Paid Amount |
$ 15,828,801
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12,376,799
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1,634,909
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14,982,610
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Adjustment to Non-PEO NEO Compensation Footnote |
(4) |
The following table shows the amounts deducted from and added to the average SCT total compensation to calculate the average “compensation actually paid” for our Non-PEO NEOs. |
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Fair Value As of the Vesting Date of Equity Awards |
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Awards Granted in Prior Years |
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Vesting Date (From End of Prior Fiscal Year) in Fair Value of Equity Awards Granted in Prior Years that Vested in the Year ($) |
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Fair Value as of Prior Year-End of Equity Awards Granted in Prior Years that Failed to Meet Vesting Conditions in the Year ($) |
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Value of Dividends or other Earnings Paid on Equity Awards not Otherwise Reflected in Fair Value |
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Compensation Actually Paid ($) |
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2024 |
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7,002,497 |
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5,213,113 |
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7,590,982 |
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— |
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4,862,165 |
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1,586,270 |
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— |
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— |
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15,828,801 |
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2023 |
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6,475,471 |
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4,825,611 |
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6,605,428 |
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— |
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3,400,246 |
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721,266 |
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— |
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— |
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12,376,799 |
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2022 |
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5,953,570 |
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4,139,424 |
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2,811,599 |
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— |
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(3,525,315 |
) |
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534,479 |
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— |
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— |
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1,634,909 |
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2021 |
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6,675,150 |
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5,370,836 |
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6,775,456 |
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— |
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7,971,327 |
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1,370,968 |
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2,439,455 |
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— |
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14,982,610 |
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Compensation Actually Paid vs. Total Shareholder Return |
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Compensation Actually Paid vs. Net Income |
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Compensation Actually Paid vs. Company Selected Measure |
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Total Shareholder Return Vs Peer Group |
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Tabular List, Table |
Financial Performance Measures The following table lists the financial performance measures that, in the Company’s assessment, represent the most important financial performance measures used to link “compensation actually paid” for the Company’s NEOs to Company performance for fiscal 2024.
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Non-GAAP Operating Margin |
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Total Shareholder Return Amount |
$ 316.48
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221.11
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149.67
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226.06
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Peer Group Total Shareholder Return Amount |
232.14
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142.27
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105.92
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148.13
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Net Income (Loss) |
$ 7,177,000,000
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$ 6,856,000,000
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$ 6,525,000,000
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$ 5,888,000,000
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Company Selected Measure Amount |
8.65
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8.05
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7.7
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6.84
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PEO Name |
Mr. Dickerson
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Measure:: 1 |
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Pay vs Performance Disclosure |
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Name |
Non-GAAP EPS
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Non-GAAP Measure Description |
Non-GAAP Earnings Per Share is the financial measure that was determined to be the most important financial performance measure linking “compensation actually paid” for our NEOs to company performance for fiscal 2024 and therefore was selected as the fiscal 2024 “Company-Selected Measure” as defined in Item 402(v) of Regulation S-K under the Exchange Act. See Appendix A for a reconciliation of non-GAAP EPS.
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Measure:: 2 |
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Pay vs Performance Disclosure |
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Name |
Non-GAAP Operating Margin
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Measure:: 3 |
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Pay vs Performance Disclosure |
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Name |
Non-GAAP Gross Margin
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Measure:: 4 |
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Pay vs Performance Disclosure |
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Name |
Relative TSR
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PEO | Aggregate Grant Date Fair Value of Equity Award Amounts Reported in Summary Compensation Table |
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Pay vs Performance Disclosure |
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Adjustment to Compensation, Amount |
$ (24,861,142)
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$ (23,951,048)
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$ (17,783,334)
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$ (31,710,469)
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PEO | Year-end Fair Value of Equity Awards Granted in Covered Year that are Outstanding and Unvested |
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Pay vs Performance Disclosure |
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Adjustment to Compensation, Amount |
38,274,775
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34,382,124
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11,152,105
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67,242,440
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PEO | Year-over-Year Change in Fair Value of Equity Awards Granted in Prior Years That are Outstanding and Unvested |
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Pay vs Performance Disclosure |
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Adjustment to Compensation, Amount |
36,063,347
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29,015,408
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(40,108,077)
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67,802,579
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PEO | Vesting Date Fair Value of Equity Awards Granted and Vested in Covered Year |
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Pay vs Performance Disclosure |
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Adjustment to Compensation, Amount |
0
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0
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0
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0
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PEO | Change in Fair Value as of Vesting Date of Prior Year Equity Awards Vested in Covered Year |
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Pay vs Performance Disclosure |
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Adjustment to Compensation, Amount |
8,804,730
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5,617,107
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4,281,068
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6,256,810
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PEO | Prior Year End Fair Value of Equity Awards Granted in Any Prior Year that Fail to Meet Applicable Vesting Conditions During Covered Year |
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Pay vs Performance Disclosure |
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Adjustment to Compensation, Amount |
0
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0
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0
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0
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PEO | Dividends or Other Earnings Paid on Equity Awards not Otherwise Reflected in Total Compensation for Covered Year |
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Pay vs Performance Disclosure |
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Adjustment to Compensation, Amount |
0
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0
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0
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0
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Non-PEO NEO | Aggregate Grant Date Fair Value of Equity Award Amounts Reported in Summary Compensation Table |
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Pay vs Performance Disclosure |
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Adjustment to Compensation, Amount |
(5,213,113)
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(4,825,611)
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(4,139,424)
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(5,370,836)
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Non-PEO NEO | Year-end Fair Value of Equity Awards Granted in Covered Year that are Outstanding and Unvested |
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Pay vs Performance Disclosure |
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Adjustment to Compensation, Amount |
7,590,982
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6,605,428
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2,811,599
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6,775,456
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Non-PEO NEO | Year-over-Year Change in Fair Value of Equity Awards Granted in Prior Years That are Outstanding and Unvested |
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Pay vs Performance Disclosure |
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Adjustment to Compensation, Amount |
4,862,165
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3,400,246
|
(3,525,315)
|
7,971,327
|
Non-PEO NEO | Vesting Date Fair Value of Equity Awards Granted and Vested in Covered Year |
|
|
|
|
Pay vs Performance Disclosure |
|
|
|
|
Adjustment to Compensation, Amount |
0
|
0
|
0
|
0
|
Non-PEO NEO | Change in Fair Value as of Vesting Date of Prior Year Equity Awards Vested in Covered Year |
|
|
|
|
Pay vs Performance Disclosure |
|
|
|
|
Adjustment to Compensation, Amount |
1,586,270
|
721,266
|
534,479
|
1,370,968
|
Non-PEO NEO | Prior Year End Fair Value of Equity Awards Granted in Any Prior Year that Fail to Meet Applicable Vesting Conditions During Covered Year |
|
|
|
|
Pay vs Performance Disclosure |
|
|
|
|
Adjustment to Compensation, Amount |
0
|
0
|
0
|
(2,439,455)
|
Non-PEO NEO | Dividends or Other Earnings Paid on Equity Awards not Otherwise Reflected in Total Compensation for Covered Year |
|
|
|
|
Pay vs Performance Disclosure |
|
|
|
|
Adjustment to Compensation, Amount |
$ 0
|
$ 0
|
$ 0
|
$ 0
|