Document and Entity Information
Document and Entity Information | 12 Months Ended |
Dec. 31, 2022 | |
Cover [Abstract] | |
Document Type | DEF 14A |
Amendment Flag | false |
Entity Registrant Name | Piedmont Lithium Inc. |
Entity Central Index Key | 0001728205 |
Pay vs Performance Disclosure
Pay vs Performance Disclosure - USD ($) | 6 Months Ended | 12 Months Ended | |
Dec. 31, 2021 | Dec. 31, 2022 | Jun. 30, 2021 | |
Pay vs Performance Disclosure [Table] | |||
Pay vs Performance [Table Text Block] | Pay Versus Performance As required by Section 953(a) of the Dodd-Frank Wall Street Reform and Consumer Protection Act, and Item 402(v) of Regulation S-K, we are providing the following information about the relationship between executive “compensation actually paid” and certain financial performance of the Company. For further information concerning the Company’s pay for performance philosophy and how the Company aligns executive compensation with the Company’s performance, see “Compensation Discussion and Analysis” above. Given the Company’s present pre-revenue status, the Company does not use any financial performance measure in setting the compensation of its Chief Executive Officer (“PEO”) or non-PEO NEOs, and as a result it does not have a “Company-Selected Measure” for purposes of Item 402(v) of Regulation S-K. Year Summary (1) Compensation (2) Average Summary (3) Average (4) Value of Initial Fixed $100 (5) Net Income (7) Total Peer Group (6) 2022 3,815,850 2,674,430 1,715,239 1,132,852 762.91 187.64 (12,974,674) Stub 915,639 248,949 637,959 236,959 909.19 267.77 (21,348,355) 2021 1,144,969 5,513,966 520,701 5,119,547 1,354.59 229.38 (19,993,848) (1) Amounts reflected in this column represent the amounts reported for Mr. Phillips, the Company’s PEO, for each of the corresponding fiscal periods in the “Total” column of our Summary Compensation Table. See “Executive Compensation—Summary Compensation Table” above. (2) Amounts reflected in this column represent the amount of “compensation actually paid” to Mr. Phillips, as computed in accordance with Item 402(v) of Regulation S-K and do not reflect the total compensation actually realized or received by Mr. Phillips. In accordance with these rules, these amounts reflect total compensation as set forth in the Summary Compensation Table for each year, adjusted as shown below. Equity values are calculated in accordance with FASB ASC Topic 718, and the valuation assumptions used to calculate fair values did not materially differ from those disclosed at the time of grant. Keith Phillips 2022 Stub 2021 Summary Compensation Table Total 3,815,850 915,639 1,144,969 Less, value of “Stock Awards” and “Option Awards” reported in Summary Compensation Table (2,007,862) — (627,708) Plus, year-end fair value of outstanding and unvested equity awards granted in the year 1,270,460 — 831,655 Plus, fair value as of vesting date of equity awards granted and vested in the year 105,888 — — Plus (less), year over year change in fair value of outstanding and unvested equity awards granted in prior years (54,219) (386,787) 1,067,850 Plus (less), year over year change in fair value of equity awards granted in prior years that vested in the year (54,137) (279,903) 3,097,200 Less, prior year-end fair value for any equity awards forfeited in the year (401,550) — — Compensation Actually Paid to Mr. Phillips 2,674,430 248,949 5,513,966 (3) Amounts reflected in this column represent the average amounts reported for the Company’s named executive officers (NEOs) as a group (excluding Mr. Phillips) for each of the corresponding fiscal periods in the “Total” column of our Summary Compensation Table. See “Executive Compensation—Summary Compensation Table” above. The names of each of the NEOs included for these purposes in each applicable year are as follows: (i) for 2022, Messrs. Brindle, Czachor, White and Devaney, (ii) for the Stub, Messrs. Brindle, Czachor and White and David Klanecky, and (iii) for 2021, Mr. Brindle and Lamont Leatherman. (4) Amounts reflected in this column represent the average amount of “compensation actually paid” to the NEOs as a group (excluding Mr. Phillips), as computed in accordance with Item 402(v) of Regulation S-K. In accordance with these rules, these amounts reflect total compensation as set forth in the Summary Compensation Table for each year, adjusted as shown below. Equity values are calculated in accordance with FASB ASC Topic 718, and the valuation assumptions used to calculate fair values did not materially differ from those disclosed at the time of the grant. Average Non-PEO NEOs 2022 Stub 2021 Summary Compensation Table Total 1,715,239 637,959 520,701 Less, average value of “Stock Awards” and “Option Awards” reported in Summary Compensation Table (973,456) (150,375) (194,626) Plus, average year-end fair value of outstanding and unvested equity awards granted in the year 565,384 89,233 257,772 Plus, average fair value as of vesting date of equity awards granted and vested in the year 45,000 44,617 — Plus (less), average year over year change in fair value of outstanding and unvested equity awards granted in prior years (32,673) (266,272) 1,067,850 Plus (less), average year over year change in fair value of equity awards granted in prior years that vested in the year (86,254) (118,203) 3,467,850 Less, average prior year-end fair value for any equity awards forfeited in the year (100,388) — — Average Compensation Actually Paid to Average Non-PEO NEOs 1,132,852 236,959 5,119,547 (5) Total shareholder return (TSR) is calculated by dividing (a) the sum of (i) the cumulative amount of dividends for the measurement period, assuming dividend reinvestment, and (ii) the difference between the entity’s share price at the end of each fiscal year shown and the beginning of the measurement period, by (b) the entity’s share price at the beginning of the measurement period. The beginning of the measurement period for each year in the table is June 30, 2020. (6) The peer group used for this purpose is the following published industry index: Global X Lithium & Battery Tech ETF (“LIT”). (7) Amounts in this column represent the amount of net income (loss) reflected in the Company’s audited financial statements for the applicable year. | ||
Named Executive Officers, Footnote [Text Block] | (3) Amounts reflected in this column represent the average amounts reported for the Company’s named executive officers (NEOs) as a group (excluding Mr. Phillips) for each of the corresponding fiscal periods in the “Total” column of our Summary Compensation Table. See “Executive Compensation—Summary Compensation Table” above. The names of each of the NEOs included for these purposes in each applicable year are as follows: (i) for 2022, Messrs. Brindle, Czachor, White and Devaney, (ii) for the Stub, Messrs. Brindle, Czachor and White and David Klanecky, and (iii) for 2021, Mr. Brindle and Lamont Leatherman. | ||
Peer Group Issuers, Footnote [Text Block] | (6) The peer group used for this purpose is the following published industry index: Global X Lithium & Battery Tech ETF (“LIT”). | ||
PEO Total Compensation Amount | $ 915,639 | $ 3,815,850 | $ 1,144,969 |
PEO Actually Paid Compensation Amount | 248,949 | $ 2,674,430 | 5,513,966 |
Adjustment To PEO Compensation, Footnote [Text Block] | (2) Amounts reflected in this column represent the amount of “compensation actually paid” to Mr. Phillips, as computed in accordance with Item 402(v) of Regulation S-K and do not reflect the total compensation actually realized or received by Mr. Phillips. In accordance with these rules, these amounts reflect total compensation as set forth in the Summary Compensation Table for each year, adjusted as shown below. Equity values are calculated in accordance with FASB ASC Topic 718, and the valuation assumptions used to calculate fair values did not materially differ from those disclosed at the time of grant. Keith Phillips 2022 Stub 2021 Summary Compensation Table Total 3,815,850 915,639 1,144,969 Less, value of “Stock Awards” and “Option Awards” reported in Summary Compensation Table (2,007,862) — (627,708) Plus, year-end fair value of outstanding and unvested equity awards granted in the year 1,270,460 — 831,655 Plus, fair value as of vesting date of equity awards granted and vested in the year 105,888 — — Plus (less), year over year change in fair value of outstanding and unvested equity awards granted in prior years (54,219) (386,787) 1,067,850 Plus (less), year over year change in fair value of equity awards granted in prior years that vested in the year (54,137) (279,903) 3,097,200 Less, prior year-end fair value for any equity awards forfeited in the year (401,550) — — Compensation Actually Paid to Mr. Phillips 2,674,430 248,949 5,513,966 | ||
Non-PEO NEO Average Total Compensation Amount | 637,959 | $ 1,715,239 | 520,701 |
Non-PEO NEO Average Compensation Actually Paid Amount | 236,959 | $ 1,132,852 | 5,119,547 |
Adjustment to Non-PEO NEO Compensation Footnote [Text Block] | (4) Amounts reflected in this column represent the average amount of “compensation actually paid” to the NEOs as a group (excluding Mr. Phillips), as computed in accordance with Item 402(v) of Regulation S-K. In accordance with these rules, these amounts reflect total compensation as set forth in the Summary Compensation Table for each year, adjusted as shown below. Equity values are calculated in accordance with FASB ASC Topic 718, and the valuation assumptions used to calculate fair values did not materially differ from those disclosed at the time of the grant. Average Non-PEO NEOs 2022 Stub 2021 Summary Compensation Table Total 1,715,239 637,959 520,701 Less, average value of “Stock Awards” and “Option Awards” reported in Summary Compensation Table (973,456) (150,375) (194,626) Plus, average year-end fair value of outstanding and unvested equity awards granted in the year 565,384 89,233 257,772 Plus, average fair value as of vesting date of equity awards granted and vested in the year 45,000 44,617 — Plus (less), average year over year change in fair value of outstanding and unvested equity awards granted in prior years (32,673) (266,272) 1,067,850 Plus (less), average year over year change in fair value of equity awards granted in prior years that vested in the year (86,254) (118,203) 3,467,850 Less, average prior year-end fair value for any equity awards forfeited in the year (100,388) — — Average Compensation Actually Paid to Average Non-PEO NEOs 1,132,852 236,959 5,119,547 | ||
Compensation Actually Paid vs. Total Shareholder Return [Text Block] | Description of Certain Relationships between Information Presented in the Pay versus Performance Table As described in more detail in the “Compensation Discussion and Analysis” section, the Company’s executive compensation program reflects a variable pay-for-performance philosophy. While the Company utilizes several performance measures to align executive compensation with Company performance, all of those Company measures are not presented in the Pay versus Performance table. In addition, the Stub period reflects financial and stock price performance and compensation actually paid for only a six-month period and thus may not be comparable to the full fiscal year periods otherwise reflected. In accordance with SEC rules, the Company is providing the following descriptions of the relationships between information presented in the Pay versus Performance table. | ||
Compensation Actually Paid vs. Net Income [Text Block] | Description of Certain Relationships between Information Presented in the Pay versus Performance Table As described in more detail in the “Compensation Discussion and Analysis” section, the Company’s executive compensation program reflects a variable pay-for-performance philosophy. While the Company utilizes several performance measures to align executive compensation with Company performance, all of those Company measures are not presented in the Pay versus Performance table. In addition, the Stub period reflects financial and stock price performance and compensation actually paid for only a six-month period and thus may not be comparable to the full fiscal year periods otherwise reflected. In accordance with SEC rules, the Company is providing the following descriptions of the relationships between information presented in the Pay versus Performance table. | ||
Compensation Actually Paid vs. Company Selected Measure [Text Block] | Description of Certain Relationships between Information Presented in the Pay versus Performance Table As described in more detail in the “Compensation Discussion and Analysis” section, the Company’s executive compensation program reflects a variable pay-for-performance philosophy. While the Company utilizes several performance measures to align executive compensation with Company performance, all of those Company measures are not presented in the Pay versus Performance table. In addition, the Stub period reflects financial and stock price performance and compensation actually paid for only a six-month period and thus may not be comparable to the full fiscal year periods otherwise reflected. In accordance with SEC rules, the Company is providing the following descriptions of the relationships between information presented in the Pay versus Performance table. | ||
Total Shareholder Return Vs Peer Group [Text Block] | Description of Certain Relationships between Information Presented in the Pay versus Performance Table As described in more detail in the “Compensation Discussion and Analysis” section, the Company’s executive compensation program reflects a variable pay-for-performance philosophy. While the Company utilizes several performance measures to align executive compensation with Company performance, all of those Company measures are not presented in the Pay versus Performance table. In addition, the Stub period reflects financial and stock price performance and compensation actually paid for only a six-month period and thus may not be comparable to the full fiscal year periods otherwise reflected. In accordance with SEC rules, the Company is providing the following descriptions of the relationships between information presented in the Pay versus Performance table. | ||
Tabular List [Table Text Block] | Financial Performance Measures Given the Company’s present pre-revenue status, the metrics that the Company uses for both our annual cash bonuses and long-term incentive awards are selected based on an objective of incentivizing our NEOs to increase the value of our enterprise for our shareholders; however, these programs do not utilize any financial performance measure in setting the compensation of our PEO or non-PEO NEOs. For more information regarding the non-financial performance measures used under these programs, see “Compensation Discussion and Analysis—2022 Executive Compensation Program—Annual Cash Bonuses” and “Compensation Discussion and Analysis—2022 Executive Compensation Program—Long-Term Incentive Compensation” above. | ||
Total Shareholder Return Amount | 909.19 | $ 762.91 | 1,354.59 |
Peer Group Total Shareholder Return Amount | 267.77 | 187.64 | 229.38 |
Net Income (Loss) | $ (21,348,355) | $ (12,974,674) | $ (19,993,848) |
PEO Name | Keith Phillips | Keith Phillips | Keith Phillips |
Company Selected Measure Name | does not have | ||
PEO [Member] | Value of Stock Awards and Option Awards Reported in Summary Compensation Table [Member] | |||
Pay vs Performance Disclosure [Table] | |||
Adjustment to Compensation Amount | $ 0 | $ (2,007,862) | $ (627,708) |
PEO [Member] | Year-End Fair Value of Outstanding and Unvested Equity Awards Granted in the Year [Member] | |||
Pay vs Performance Disclosure [Table] | |||
Adjustment to Compensation Amount | 0 | 1,270,460 | 831,655 |
PEO [Member] | Fair Value as of Vesting Date of Equity Awards Granted and Vested in the Year [Member] | |||
Pay vs Performance Disclosure [Table] | |||
Adjustment to Compensation Amount | 0 | 105,888 | 0 |
PEO [Member] | Year Over Year Change in Fair Value of Outstanding and Unvested Equity Awards Granted in Prior Years [Member] | |||
Pay vs Performance Disclosure [Table] | |||
Adjustment to Compensation Amount | (386,787) | (54,219) | 1,067,850 |
PEO [Member] | Year Over Year Change in Fair Value of Equity Awards Granted in Prior Years that Vested in the Year [Member] | |||
Pay vs Performance Disclosure [Table] | |||
Adjustment to Compensation Amount | (279,903) | (54,137) | 3,097,200 |
PEO [Member] | Prior Year-End Fair Value for any Equity Awards Forfeited in the Year [Member] | |||
Pay vs Performance Disclosure [Table] | |||
Adjustment to Compensation Amount | 0 | (401,550) | 0 |
Non-PEO NEO [Member] | Value of Stock Awards and Option Awards Reported in Summary Compensation Table [Member] | |||
Pay vs Performance Disclosure [Table] | |||
Adjustment to Compensation Amount | (150,375) | (973,456) | (194,626) |
Non-PEO NEO [Member] | Year-End Fair Value of Outstanding and Unvested Equity Awards Granted in the Year [Member] | |||
Pay vs Performance Disclosure [Table] | |||
Adjustment to Compensation Amount | 89,233 | 565,384 | 257,772 |
Non-PEO NEO [Member] | Fair Value as of Vesting Date of Equity Awards Granted and Vested in the Year [Member] | |||
Pay vs Performance Disclosure [Table] | |||
Adjustment to Compensation Amount | 44,617 | 45,000 | 0 |
Non-PEO NEO [Member] | Year Over Year Change in Fair Value of Outstanding and Unvested Equity Awards Granted in Prior Years [Member] | |||
Pay vs Performance Disclosure [Table] | |||
Adjustment to Compensation Amount | (266,272) | (32,673) | 1,067,850 |
Non-PEO NEO [Member] | Year Over Year Change in Fair Value of Equity Awards Granted in Prior Years that Vested in the Year [Member] | |||
Pay vs Performance Disclosure [Table] | |||
Adjustment to Compensation Amount | (118,203) | (86,254) | 3,467,850 |
Non-PEO NEO [Member] | Prior Year-End Fair Value for any Equity Awards Forfeited in the Year [Member] | |||
Pay vs Performance Disclosure [Table] | |||
Adjustment to Compensation Amount | $ 0 | $ (100,388) | $ 0 |