Cover
Cover | 12 Months Ended |
Dec. 31, 2022 | |
Document Information [Line Items] | |
Document Type | DEF 14A |
Amendment Flag | false |
Entity Information [Line Items] | |
Entity Registrant Name | Waters Corporation |
Entity Central Index Key | 0001000697 |
Pay vs Performance Disclosure
Pay vs Performance Disclosure - USD ($) | 12 Months Ended | ||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |
Pay vs Performance Disclosure [Table] | |||
Pay vs Performance [Table Text Block] | The table below sets forth executive compensation and financial performance disclosures required in accordance with SEC rules. Executive CAP is calculated as prescribed under SEC rules and does not represent compensation in addition to what is disclosed under the section “— Compensation of Directors and Executive Officers” above. Compensation Actually Paid Table Year Summary Compensation Table Total for Current PEO Compensation to Current Summary Compensation Average Average to Non-PEO Value of Initial Fixed GAAP Net Income Non-GAAP Net Total Peer Group (a) (b) (c) (b) (c) (d) (e) (f) (g) (h) (i) 2022 $9,409,550 $10,833,283 N/A N/A $2,694,092 $2,823,562 $146.62 $109.38 $707,755,000 $725,192,000 2021 $8,653,559 $19,061,746 N/A N/A $2,443,255 $4,095,176 $159.47 $163.56 $692,843,000 $694,658,000 2020 $5,713,517 $6,977,473 $12,232,506 ($5,656,107) $1,919,848 $356,273 $105.89 $132.80 $521,571,000 $565,101,000 (b) Represents the total from the Summary Compensation Table in each applicable year for Dr. Batra, who has served as the Company’s President and CEO effective September 1, 2020, and Mr. Christopher J. O’Connell, who transitioned from his position as President and CEO of the Company on September 1, 2020 and served as a senior advisor until December 31, 2020. (c) Represents the amount of CAP to Dr. Batra and, as applicable, Mr. O’Connell, as computed in accordance with Item 402(v) of Regulation S-K. (d) Represents the average of the total from the Summary Compensation Table in each applicable year for other named executive officers as a group, other than the principal executive officers (Dr. Batra and Mr. O’Connell). The other named executive officers (excluding Dr. Batra and Mr. O’Connell) included for purposes of calculating the average amounts for each applicable year are as follows: (i) for 2022, Amol Chaubal, Jianqing Y. Bennett, Jonathan M. Pratt and Keeley A. Aleman; (ii) for 2021, Amol Chaubal, Jianqing Y. Bennett, Dr. Belinda G. Hyde, Jonathan M. Pratt and Michael F. Silveira; and (iii) for 2020, Sherry L. Buck, Dr. Michael C. Harrington, Ian S. King and Jonathan M. Pratt. (e) Represents the average amount of CAP to the other named executive officers as a group (excluding Dr. Batra and Mr. O’Connell), as computed in accordance with Item 402(v) of Regulation S-K. (f) Represents the cumulative total return on $100 invested in the Company’s common stock as of December 31, 2019 (the last day of public trading of the Company’s common stock in fiscal year 2019) through the last day of public trading of the Company’s common stock in the applicable fiscal year for which the cumulative total return is reported. The Company has not paid any dividends since its IPO. (g) Represents the weighted cumulative total return on $100 invested as of December 31, 2019 (the last day of public trading in fiscal year 2019) through the last day of public trading in the applicable fiscal year for which the cumulative total return is reported, weighted according to the respective companies’ stock market capitalization at the beginning of each period for which a return is indicated. The peer group used for this purpose is the SIC Code 3826 Index – Laboratory Analytical Instruments. The return of this index is calculated assuming reinvestment of dividends during the period presented. (h) Represents GAAP net income as disclosed in the Waters Corporation Annual Report on Form 10-K (i) Represents non-GAAP 8-K non-GAAP | ||
Company Selected Measure Name | non-GAAP net income | ||
Named Executive Officers, Footnote [Text Block] | (i) for 2022, Amol Chaubal, Jianqing Y. Bennett, Jonathan M. Pratt and Keeley A. Aleman; (ii) for 2021, Amol Chaubal, Jianqing Y. Bennett, Dr. Belinda G. Hyde, Jonathan M. Pratt and Michael F. Silveira; and (iii) for 2020, Sherry L. Buck, Dr. Michael C. Harrington, Ian S. King and Jonathan M. Pratt. | ||
Peer Group Issuers, Footnote [Text Block] | Represents the weighted cumulative total return on $100 invested as of December 31, 2019 (the last day of public trading in fiscal year 2019) through the last day of public trading in the applicable fiscal year for which the cumulative total return is reported, weighted according to the respective companies’ stock market capitalization at the beginning of each period for which a return is indicated. The peer group used for this purpose is the SIC Code 3826 Index – Laboratory Analytical Instruments. The return of this index is calculated assuming reinvestment of dividends during the period presented. | ||
Adjustment To PEO Compensation, Footnote [Text Block] | The table below summarizes the reconciliation of compensation from the Summary Compensation Table above to compensation actually paid as calculated under SEC rules. The valuation assumptions used to calculate the fair values of options, RSUs and PSUs include the stock price as of the applicable measuring date and, in the case of PSUs, the probable outcome of the performance conditions as of the applicable measuring date (or actual performance results approved by the Compensation Committee as of the applicable vesting date). Otherwise, the assumptions used to calculate fair values did not materially differ from those used in our disclosures of fair value as of the grant date. The Company does not have a pension plan or equity awards that vest in the same year they are granted. Reconciliation of Summary Compensation Table to Compensation Actually Paid Table Executive Officer Year Summary Reported Grant Year End Fair Change in Fair Year Over Year Amount Compensation (a) (b) (c) (d) (e) (f) (g) Current PEO 2022 $9,409,550 ($6,294,800) $8,396,507 ($859,208) $181,234 — $10,833,283 2021 $8,653,559 ($5,285,282) $10,507,886 $1,581,675 $3,603,908 — $19,061,746 2020 $5,713,517 ($4,999,866) $6,263,822 — — — $6,977,473 Former PEO 2020 $12,232,506 ($6,134,183) — ($697,354) — ($11,057,076) ($5,656,107) Average for Non-PEO 2022 $2,694,092 ($1,510,829) $1,962,571 ($174,706) ($147,566) — $2,823,562 2021 $2,443,255 ($1,384,327) $2,306,695 $49,978 $679,575 — $4,095,176 2020 $1,919,848 ($1,269,585) $952,400 ($69,516) ($220,479) ($956,395) $356,273 (a) Represents the total from the Summary Compensation Table in each applicable year. (b) The grant date fair value of equity awards represents the total amounts reported in the “Stock Awards” and “Options Awards” columns in the Summary Compensation Table for the applicable year. (c) Represents the year-end (d) Represents the fair value of equity awards that vested during the applicable year on the date of vesting as compared with the fair value at the beginning of the applicable fiscal year. Amounts included in this column, with respect to PSUs, represent the probability of achievement at each valuation date. (e) Represents the change in fair value as of the end of the applicable year (from the end of the prior fiscal year) in fair value of any awards granted in prior years that are outstanding and unvested as of the end of the applicable year. Amounts included in this column, with respect to PSUs, represent the probability of achievement at each valuation date. (f) Represents the fair value of equity awards forfeited during the applicable year as recomputed in accordance with FASB ASC Topic 718 on the date of forfeiture as compared with the fair value at the beginning of the applicable fiscal year. (g) Represents the total CAP from the Compensation Actually Paid Table. | ||
Non-PEO NEO Average Total Compensation Amount | $ 2,694,092 | $ 2,443,255 | $ 1,919,848 |
Non-PEO NEO Average Compensation Actually Paid Amount | $ 2,823,562 | 4,095,176 | 356,273 |
Adjustment to Non-PEO NEO Compensation Footnote [Text Block] | The table below summarizes the reconciliation of compensation from the Summary Compensation Table above to compensation actually paid as calculated under SEC rules. The valuation assumptions used to calculate the fair values of options, RSUs and PSUs include the stock price as of the applicable measuring date and, in the case of PSUs, the probable outcome of the performance conditions as of the applicable measuring date (or actual performance results approved by the Compensation Committee as of the applicable vesting date). Otherwise, the assumptions used to calculate fair values did not materially differ from those used in our disclosures of fair value as of the grant date. The Company does not have a pension plan or equity awards that vest in the same year they are granted. Reconciliation of Summary Compensation Table to Compensation Actually Paid Table Executive Officer Year Summary Reported Grant Year End Fair Change in Fair Year Over Year Amount Compensation (a) (b) (c) (d) (e) (f) (g) Current PEO 2022 $9,409,550 ($6,294,800) $8,396,507 ($859,208) $181,234 — $10,833,283 2021 $8,653,559 ($5,285,282) $10,507,886 $1,581,675 $3,603,908 — $19,061,746 2020 $5,713,517 ($4,999,866) $6,263,822 — — — $6,977,473 Former PEO 2020 $12,232,506 ($6,134,183) — ($697,354) — ($11,057,076) ($5,656,107) Average for Non-PEO 2022 $2,694,092 ($1,510,829) $1,962,571 ($174,706) ($147,566) — $2,823,562 2021 $2,443,255 ($1,384,327) $2,306,695 $49,978 $679,575 — $4,095,176 2020 $1,919,848 ($1,269,585) $952,400 ($69,516) ($220,479) ($956,395) $356,273 (a) Represents the total from the Summary Compensation Table in each applicable year. (b) The grant date fair value of equity awards represents the total amounts reported in the “Stock Awards” and “Options Awards” columns in the Summary Compensation Table for the applicable year. (c) Represents the year-end (d) Represents the fair value of equity awards that vested during the applicable year on the date of vesting as compared with the fair value at the beginning of the applicable fiscal year. Amounts included in this column, with respect to PSUs, represent the probability of achievement at each valuation date. (e) Represents the change in fair value as of the end of the applicable year (from the end of the prior fiscal year) in fair value of any awards granted in prior years that are outstanding and unvested as of the end of the applicable year. Amounts included in this column, with respect to PSUs, represent the probability of achievement at each valuation date. (f) Represents the fair value of equity awards forfeited during the applicable year as recomputed in accordance with FASB ASC Topic 718 on the date of forfeiture as compared with the fair value at the beginning of the applicable fiscal year. (g) Represents the total CAP from the Compensation Actually Paid Table. | ||
Compensation Actually Paid vs. Total Shareholder Return [Text Block] | The following graph compares CAP to the Company’s TSR, the peer group TSR and GAAP and non-GAAP | ||
Compensation Actually Paid vs. Net Income [Text Block] | The following graph compares CAP to the Company’s TSR, the peer group TSR and GAAP and non-GAAP | ||
Compensation Actually Paid vs. Company Selected Measure [Text Block] | The following graph compares CAP to the Company’s TSR, the peer group TSR and GAAP and non-GAAP | ||
Total Shareholder Return Vs Peer Group [Text Block] | The following graph compares CAP to the Company’s TSR, the peer group TSR and GAAP and non-GAAP | ||
Tabular List [Table Text Block] | Most Important Measures for Determining Named Executive Officer Performance-Based Pay Non-GAAP Non-GAAP Relative total shareholder return | ||
Total Shareholder Return Amount | $ 146.62 | 159.47 | 105.89 |
Peer Group Total Shareholder Return Amount | 109.38 | 163.56 | 132.8 |
Net Income (Loss) | $ 707,755,000 | $ 692,843,000 | $ 521,571,000 |
Company Selected Measure Amount | 725,192,000 | 694,658,000 | 565,101,000 |
The Cumulative Total Return of the Companys Common Stock | 147% | ||
The Cumulative Total Return of the Peer Group Common Stock | 109% | ||
Equity Awards Granted Vest Over a Period for RSUs | 5 years | ||
Equity Awards Granted Vest After a Period for PSUs | 3 years | ||
Percentage of AIP Annual Target of Direct Compensation Minimum | 15% | ||
Percentage of AIP Annual Target of Direct Compensation Maximum | 20% | ||
Non GAAP Net Income Metric Weighting | 50% | ||
Percentage of Long term Equity Incentives including Annual Target | more than 50% | ||
Measure [Axis]: 1 | |||
Pay vs Performance Disclosure [Table] | |||
Measure Name | Non-GAAP constant currency revenue | ||
Measure [Axis]: 2 | |||
Pay vs Performance Disclosure [Table] | |||
Measure Name | Non-GAAP net income | ||
Non-GAAP Measure Description [Text Block] | Represents non-GAAP 8-K non-GAAP | ||
Measure [Axis]: 3 | |||
Pay vs Performance Disclosure [Table] | |||
Measure Name | Relative total shareholder return | ||
Dr. Batra [Member] | |||
Pay vs Performance Disclosure [Table] | |||
PEO Total Compensation Amount | $ 9,409,550 | $ 8,653,559 | $ 5,713,517 |
PEO Actually Paid Compensation Amount | $ 10,833,283 | 19,061,746 | 6,977,473 |
PEO Name | Dr. Batra | ||
Mr. Christopher J. OConnell [Member] | |||
Pay vs Performance Disclosure [Table] | |||
PEO Total Compensation Amount | 12,232,506 | ||
PEO Actually Paid Compensation Amount | (5,656,107) | ||
PEO Name | Mr. Christopher J. O’Connell | ||
PEO [Member] | |||
Pay vs Performance Disclosure [Table] | |||
Approximate Performance Based Pay | 88% | ||
PEO [Member] | Dr. Batra [Member] | Reported Grant Date Value of Equity Awards [Member] | |||
Pay vs Performance Disclosure [Table] | |||
Adjustment to Compensation Amount | $ (6,294,800) | (5,285,282) | (4,999,866) |
PEO [Member] | Dr. Batra [Member] | Year End Fair Value of Equity Awards Granted During the Year [Member] | |||
Pay vs Performance Disclosure [Table] | |||
Adjustment to Compensation Amount | 8,396,507 | 10,507,886 | 6,263,822 |
PEO [Member] | Dr. Batra [Member] | Change in Fair Value of Equity Awards Granted in Prior Years that Vested During the Year [Member] | |||
Pay vs Performance Disclosure [Table] | |||
Adjustment to Compensation Amount | (859,208) | 1,581,675 | 0 |
PEO [Member] | Dr. Batra [Member] | Year Over Year Change in Fair Value of Outstanding and Unvested Awards Granted in Prior Years [Member] | |||
Pay vs Performance Disclosure [Table] | |||
Adjustment to Compensation Amount | 181,234 | 3,603,908 | 0 |
PEO [Member] | Dr. Batra [Member] | Amount Deducted for Forfeitures [Member] | |||
Pay vs Performance Disclosure [Table] | |||
Adjustment to Compensation Amount | $ 0 | 0 | 0 |
PEO [Member] | Mr. Christopher J. OConnell [Member] | Reported Grant Date Value of Equity Awards [Member] | |||
Pay vs Performance Disclosure [Table] | |||
Adjustment to Compensation Amount | (6,134,183) | ||
PEO [Member] | Mr. Christopher J. OConnell [Member] | Year End Fair Value of Equity Awards Granted During the Year [Member] | |||
Pay vs Performance Disclosure [Table] | |||
Adjustment to Compensation Amount | 0 | ||
PEO [Member] | Mr. Christopher J. OConnell [Member] | Change in Fair Value of Equity Awards Granted in Prior Years that Vested During the Year [Member] | |||
Pay vs Performance Disclosure [Table] | |||
Adjustment to Compensation Amount | (697,354) | ||
PEO [Member] | Mr. Christopher J. OConnell [Member] | Year Over Year Change in Fair Value of Outstanding and Unvested Awards Granted in Prior Years [Member] | |||
Pay vs Performance Disclosure [Table] | |||
Adjustment to Compensation Amount | 0 | ||
PEO [Member] | Mr. Christopher J. OConnell [Member] | Amount Deducted for Forfeitures [Member] | |||
Pay vs Performance Disclosure [Table] | |||
Adjustment to Compensation Amount | (11,057,076) | ||
Non-PEO NEO [Member] | |||
Pay vs Performance Disclosure [Table] | |||
Approximate Performance Based Pay | 78% | ||
Non-PEO NEO [Member] | Reported Grant Date Value of Equity Awards [Member] | |||
Pay vs Performance Disclosure [Table] | |||
Adjustment to Compensation Amount | $ (1,510,829) | (1,384,327) | (1,269,585) |
Non-PEO NEO [Member] | Year End Fair Value of Equity Awards Granted During the Year [Member] | |||
Pay vs Performance Disclosure [Table] | |||
Adjustment to Compensation Amount | 1,962,571 | 2,306,695 | 952,400 |
Non-PEO NEO [Member] | Change in Fair Value of Equity Awards Granted in Prior Years that Vested During the Year [Member] | |||
Pay vs Performance Disclosure [Table] | |||
Adjustment to Compensation Amount | (174,706) | 49,978 | (69,516) |
Non-PEO NEO [Member] | Year Over Year Change in Fair Value of Outstanding and Unvested Awards Granted in Prior Years [Member] | |||
Pay vs Performance Disclosure [Table] | |||
Adjustment to Compensation Amount | (147,566) | 679,575 | (220,479) |
Non-PEO NEO [Member] | Amount Deducted for Forfeitures [Member] | |||
Pay vs Performance Disclosure [Table] | |||
Adjustment to Compensation Amount | $ 0 | $ 0 | $ (956,395) |