Cover
Cover | 12 Months Ended |
Dec. 31, 2022 | |
Document Information [Line Items] | |
Document Type | PRER14A |
Amendment Flag | true |
Amendment Description | Amendment No. 1 |
Entity Information [Line Items] | |
Entity Registrant Name | Pitney Bowes Inc. |
Entity Central Index Key | 0000078814 |
Pay vs Performance Disclosure
Pay vs Performance Disclosure Unit_pure in Thousands | 12 Months Ended | ||
Dec. 31, 2022 USD ($) | Dec. 31, 2021 USD ($) | Dec. 31, 2020 USD ($) | |
Pay vs Performance Disclosure [Table] | |||
Pay vs Performance [Table Text Block] | Pay The following table sets forth information regarding the Company’s performance and the “compensation actually paid” to our NEOs, as calculated in accordance with SEC disclosure rules: 2022 PAY VERSUS PERFORMANCE TABLE Value of Initial Fixed $100 Investment Year (1) Summary (2) Compensation (3) Average Summary non-PEO (2) Average non-PEO (3) Total Based On: (4) Old Peer Net Income (in Adjusted Earnings (5) (a) (b) (c) (d) (e) (f) (g) (h) (i) 2022 $ 7,023,960 $ 777,215 $ 1,617,341 $ 678,613 $ 107 $ 88 n/a $ 36,940 $ 153,780 2021 $ 4,913,938 $ 6,871,285 $ 1,599,173 $ 1,747,398 $ 177 $ 111 $ 97 $ (1,351 ) $ 173,689 2020 $ 4,713,361 $ 11,196,599 $ 1,401,141 $ 1,478,019 $ 161 $ 109 $ 101 $ (180,376 ) $ 213,584 (1) Marc B. Lautenbach has served as the Principal Executive Officer (“PEO”) for the entirety of 2022, 2021, and 2020, and our other NEOs for the applicable years were as follows: - 2022: Ana Chadwick, Jason Dies, Daniel Goldstein, and James Fairweather - 2021: Ana Chadwick, Jason Dies, Gregg Zegras, James Fairweather, and Joseph Catapano - 2020: Jason Dies, Gregg Zegras, Daniel Goldstein, Joseph Catapano, and Stanley J. Sutula III (2) Amounts reported in this column represent (i) the total compensation reported in the Summary Compensation Table for the applicable year in the case of Mr. Lautenbach and (ii) the average of the total compensation reported in the Summary Compensation Table for the applicable year for our other NEOs reported for the applicable year other than Mr. Lautenbach for such years. When the 2020 long term compensation awards were issued, we replaced PSUs with cash-settled CIUs. Under SEC disclosure rules, stock awards are required to be included in the Summary Compensation Table in the year granted, while CIU awards are included at the end of the performance period when actually earned. This means Total Compensation appears significantly higher for 2022 when compared to 2020 and 2021 because CIU awards are not included in the Summary Compensation Table until actually earned, and 2022 represented the first year that CIU payouts were included in the Summary Compensation Table for NEOs other than Mr. Fairweather, who had a CIU payout in the 2021 Summary Compensation Table. This difference results from different disclosure rules on timing for different kinds of awards, and not on their value, and should normalize over time. (3) To calculate compensation actually paid, adjustments were made to the amounts reported in the Summary Compensation Table for the applicable year. A reconciliation of the adjustments for Mr. Lautenbach and for the average of the other NEOs is set forth following the footnotes to this table. (4) Pursuant to rules of the SEC, this column represents the annual change in the value of a $100 investment in Pitney Bowes Inc. and the indicated peer group from December 31, 2019 to the end of the indicated fiscal year, assuming the reinvestment of dividends. Historical stock price performance is not necessarily indicative of future stock price performance. Total return for the peer group is based on market capitalization, weighted for each year. In 2021, as part of its annual process, the Committee reviewed the peer group and approved changes effective January 1, 2022 for the purposes of receiving NEO peer median pay levels and conducting pay practice reviews, as described in the Compensation Discussion and Analysis starting on page [ ● 10-K Our old peer group, as was reported in our annual report on Form 10-K (5) Adjusted EBIT non-GAAP ● Reconciliation of Compensation Actually Paid Adjustments: CAP Adjustments Year Summary (a) (Minus) Change in (b) Plus Service (c) (Minus) Grant Date (d) Plus Fair Value at Year-End (e) Plus/(Minus) Change in (f) Plus Fair Value (g) Plus/(Minus) Change in (h) Minus Fair Value as (i) Equals Compensation Marc B. Lautenbach 2022 7,023,960 - - 2,596,008 0 (1,841,909 ) - (1,808,828 ) - 777,215 2021 4,913,938 - - 2,756,416 2,009,924 (482,057 ) - 3,185,896 - 6,871,285 2020 4,713,361 - - 2,472,612 5,932,984 2,986,107 - 36,759 - 11,196,599 Other NEOs (Average) (j) 2022 1,617,341 0 0 476,855 0 (273,879 ) - (187,994 ) - 678,613 2021 1,599,173 135 0 576,457 423,039 14,360 - 287,418 - 1,747,398 2020 1,401,141 16,893 0 387,271 465,698 237,677 - 2,054 224,387 1,478,019 (a) Represents Total Compensation as reported in the Summary Compensation Table for the indicated fiscal year. With respect to the other NEOs, amounts shown represent averages. (b) Represents the aggregate change in the actuarial present value of the accumulated benefits under all defined benefit and actuarial pension plans reported in the Summary Compensation Table for the indicated fiscal year. (c) Represents the sum of the actuarial present value of the benefits under all defined benefit and actuarial pension plans attributable to services rendered during the indicated fiscal year, calculated using the same methodology as used in the Company’s financial statements under generally accepted accounting principles. (d) Represents the grant date fair value of the stock option and stock awards granted during the indicated fiscal year, computed in accordance with the methodology used for financial reporting purposes. (e) Represents the fair value as of the indicated fiscal year-end year-end (f) Represents the change in fair value during the indicated fiscal year of each option award and stock award that was granted in a prior fiscal year and that remained outstanding and unvested as of the last day of the indicated fiscal year, using year-end (g) Represents the fair value at vesting of the option awards and stock awards that were granted and vested during the indicated fiscal year, computed in accordance with the methodology used for financial reporting purposes. (h) Represents the change in fair value, measured from the prior fiscal year-end (i) Represents the fair value as of the last day of the prior fiscal year of the option award and stock awards that were granted in a prior fiscal year and which failed to meet the applicable vesting conditions in the indicated fiscal year, using year-end (j) See footnote 1 above for the NEOs included in the average for each year. | ||
Company Selected Measure Name | Adjusted EBIT | ||
Named Executive Officers, Footnote [Text Block] | Marc B. Lautenbach has served as the Principal Executive Officer (“PEO”) for the entirety of 2022, 2021, and 2020, and our other NEOs for the applicable years were as follows: - 2022: Ana Chadwick, Jason Dies, Daniel Goldstein, and James Fairweather - 2021: Ana Chadwick, Jason Dies, Gregg Zegras, James Fairweather, and Joseph Catapano - 2020: Jason Dies, Gregg Zegras, Daniel Goldstein, Joseph Catapano, and Stanley J. Sutula III | ||
Peer Group Issuers, Footnote [Text Block] | (4) Pursuant to rules of the SEC, this column represents the annual change in the value of a $100 investment in Pitney Bowes Inc. and the indicated peer group from December 31, 2019 to the end of the indicated fiscal year, assuming the reinvestment of dividends. Historical stock price performance is not necessarily indicative of future stock price performance. Total return for the peer group is based on market capitalization, weighted for each year. In 2021, as part of its annual process, the Committee reviewed the peer group and approved changes effective January 1, 2022 for the purposes of receiving NEO peer median pay levels and conducting pay practice reviews, as described in the Compensation Discussion and Analysis starting on page [ ● 10-K Our old peer group, as was reported in our annual report on Form 10-K | ||
PEO Total Compensation Amount | $ 7,023,960 | $ 4,913,938 | $ 4,713,361 |
PEO Actually Paid Compensation Amount | $ 777,215 | 6,871,285 | 11,196,599 |
Adjustment To PEO Compensation, Footnote [Text Block] | Reconciliation of Compensation Actually Paid Adjustments: CAP Adjustments Year Summary (a) (Minus) Change in (b) Plus Service (c) (Minus) Grant Date (d) Plus Fair Value at Year-End (e) Plus/(Minus) Change in (f) Plus Fair Value (g) Plus/(Minus) Change in (h) Minus Fair Value as (i) Equals Compensation Marc B. Lautenbach 2022 7,023,960 - - 2,596,008 0 (1,841,909 ) - (1,808,828 ) - 777,215 2021 4,913,938 - - 2,756,416 2,009,924 (482,057 ) - 3,185,896 - 6,871,285 2020 4,713,361 - - 2,472,612 5,932,984 2,986,107 - 36,759 - 11,196,599 Other NEOs (Average) (j) 2022 1,617,341 0 0 476,855 0 (273,879 ) - (187,994 ) - 678,613 2021 1,599,173 135 0 576,457 423,039 14,360 - 287,418 - 1,747,398 2020 1,401,141 16,893 0 387,271 465,698 237,677 - 2,054 224,387 1,478,019 (a) Represents Total Compensation as reported in the Summary Compensation Table for the indicated fiscal year. With respect to the other NEOs, amounts shown represent averages. (b) Represents the aggregate change in the actuarial present value of the accumulated benefits under all defined benefit and actuarial pension plans reported in the Summary Compensation Table for the indicated fiscal year. (c) Represents the sum of the actuarial present value of the benefits under all defined benefit and actuarial pension plans attributable to services rendered during the indicated fiscal year, calculated using the same methodology as used in the Company’s financial statements under generally accepted accounting principles. (d) Represents the grant date fair value of the stock option and stock awards granted during the indicated fiscal year, computed in accordance with the methodology used for financial reporting purposes. (e) Represents the fair value as of the indicated fiscal year-end year-end (f) Represents the change in fair value during the indicated fiscal year of each option award and stock award that was granted in a prior fiscal year and that remained outstanding and unvested as of the last day of the indicated fiscal year, using year-end (g) Represents the fair value at vesting of the option awards and stock awards that were granted and vested during the indicated fiscal year, computed in accordance with the methodology used for financial reporting purposes. (h) Represents the change in fair value, measured from the prior fiscal year-end (i) Represents the fair value as of the last day of the prior fiscal year of the option award and stock awards that were granted in a prior fiscal year and which failed to meet the applicable vesting conditions in the indicated fiscal year, using year-end (j) See footnote 1 above for the NEOs included in the average for each year. | ||
Non-PEO NEO Average Total Compensation Amount | $ 1,617,341 | 1,599,173 | 1,401,141 |
Non-PEO NEO Average Compensation Actually Paid Amount | $ 678,613 | 1,747,398 | 1,478,019 |
Adjustment to Non-PEO NEO Compensation Footnote [Text Block] | Reconciliation of Compensation Actually Paid Adjustments: CAP Adjustments Year Summary (a) (Minus) Change in (b) Plus Service (c) (Minus) Grant Date (d) Plus Fair Value at Year-End (e) Plus/(Minus) Change in (f) Plus Fair Value (g) Plus/(Minus) Change in (h) Minus Fair Value as (i) Equals Compensation Marc B. Lautenbach 2022 7,023,960 - - 2,596,008 0 (1,841,909 ) - (1,808,828 ) - 777,215 2021 4,913,938 - - 2,756,416 2,009,924 (482,057 ) - 3,185,896 - 6,871,285 2020 4,713,361 - - 2,472,612 5,932,984 2,986,107 - 36,759 - 11,196,599 Other NEOs (Average) (j) 2022 1,617,341 0 0 476,855 0 (273,879 ) - (187,994 ) - 678,613 2021 1,599,173 135 0 576,457 423,039 14,360 - 287,418 - 1,747,398 2020 1,401,141 16,893 0 387,271 465,698 237,677 - 2,054 224,387 1,478,019 (a) Represents Total Compensation as reported in the Summary Compensation Table for the indicated fiscal year. With respect to the other NEOs, amounts shown represent averages. (b) Represents the aggregate change in the actuarial present value of the accumulated benefits under all defined benefit and actuarial pension plans reported in the Summary Compensation Table for the indicated fiscal year. (c) Represents the sum of the actuarial present value of the benefits under all defined benefit and actuarial pension plans attributable to services rendered during the indicated fiscal year, calculated using the same methodology as used in the Company’s financial statements under generally accepted accounting principles. (d) Represents the grant date fair value of the stock option and stock awards granted during the indicated fiscal year, computed in accordance with the methodology used for financial reporting purposes. (e) Represents the fair value as of the indicated fiscal year-end year-end (f) Represents the change in fair value during the indicated fiscal year of each option award and stock award that was granted in a prior fiscal year and that remained outstanding and unvested as of the last day of the indicated fiscal year, using year-end (g) Represents the fair value at vesting of the option awards and stock awards that were granted and vested during the indicated fiscal year, computed in accordance with the methodology used for financial reporting purposes. (h) Represents the change in fair value, measured from the prior fiscal year-end (i) Represents the fair value as of the last day of the prior fiscal year of the option award and stock awards that were granted in a prior fiscal year and which failed to meet the applicable vesting conditions in the indicated fiscal year, using year-end (j) See footnote 1 above for the NEOs included in the average for each year. | ||
Compensation Actually Paid vs. Total Shareholder Return [Text Block] | Pay vs. TSR | ||
Compensation Actually Paid vs. Net Income [Text Block] | Pay vs. Net Income *Note: Refer to the 2020 Annual Report regarding Goodwill Impairment Charge. | ||
Compensation Actually Paid vs. Company Selected Measure [Text Block] | Pay vs. Adjusted EBIT | ||
Tabular List [Table Text Block] | Performance Measures Used to Link Company Performance and Compensation Actually Paid to the NEOs Below is a list of performance measures, which in the Company’s assessment represent the most important performance measures used by the Company to link compensation actually paid to the NEOs for 2022. Please see the CD&A for further information regarding how each of these measures is used in the Company’s executive compensation program. • Adjusted EBIT • Adjusted EPS • Adjusted FCF • Revenue Growth • Stock Price | ||
Total Shareholder Return Amount | $ 107 | 177 | 161 |
Net Income (Loss) | $ 36,940,000 | $ (1,351,000) | $ (180,376,000) |
Company Selected Measure Amount | 153,780 | 173,689 | 213,584 |
PEO Name | Marc B. Lautenbach | ||
Measure [Axis]: 1 | |||
Pay vs Performance Disclosure [Table] | |||
Measure Name | Adjusted EBIT | ||
Non-GAAP Measure Description [Text Block] | Adjusted EBIT non-GAAP ● | ||
Measure [Axis]: 2 | |||
Pay vs Performance Disclosure [Table] | |||
Measure Name | Adjusted EPS | ||
Measure [Axis]: 3 | |||
Pay vs Performance Disclosure [Table] | |||
Measure Name | Adjusted FCF | ||
Measure [Axis]: 4 | |||
Pay vs Performance Disclosure [Table] | |||
Measure Name | Revenue Growth | ||
Measure [Axis]: 5 | |||
Pay vs Performance Disclosure [Table] | |||
Measure Name | Stock Price | ||
New Peer Group [Member] | |||
Pay vs Performance Disclosure [Table] | |||
Peer Group Total Shareholder Return Amount | $ 88 | $ 111 | $ 109 |
Old Peer Group [Member] | |||
Pay vs Performance Disclosure [Table] | |||
Peer Group Total Shareholder Return Amount | 97 | 101 | |
PEO [Member] | Stock Option and Stock Awards [Member] | |||
Pay vs Performance Disclosure [Table] | |||
Adjustment to Compensation Amount | (2,596,008) | (2,756,416) | (2,472,612) |
PEO [Member] | Outstanding and Unvested Stock Option and Stock Awards [Member] | |||
Pay vs Performance Disclosure [Table] | |||
Adjustment to Compensation Amount | 0 | 2,009,924 | 5,932,984 |
PEO [Member] | Change in Fair Value of Outstanding and Unvested Stock Option and Stock Awards [Member] | |||
Pay vs Performance Disclosure [Table] | |||
Adjustment to Compensation Amount | (1,841,909) | (482,057) | 2,986,107 |
PEO [Member] | Change in Fair Value as of Vesting Date of Stock Option and Stock Awards [Member] | |||
Pay vs Performance Disclosure [Table] | |||
Adjustment to Compensation Amount | (1,808,828) | 3,185,896 | 36,759 |
Non-PEO NEO [Member] | Change in Accumulated Benefits [Member] | |||
Pay vs Performance Disclosure [Table] | |||
Adjustment to Compensation Amount | 0 | (135) | (16,893) |
Non-PEO NEO [Member] | Service Costs [Member] | |||
Pay vs Performance Disclosure [Table] | |||
Adjustment to Compensation Amount | 0 | 0 | 0 |
Non-PEO NEO [Member] | Stock Option and Stock Awards [Member] | |||
Pay vs Performance Disclosure [Table] | |||
Adjustment to Compensation Amount | (476,855) | (576,457) | (387,271) |
Non-PEO NEO [Member] | Outstanding and Unvested Stock Option and Stock Awards [Member] | |||
Pay vs Performance Disclosure [Table] | |||
Adjustment to Compensation Amount | 0 | 423,039 | 465,698 |
Non-PEO NEO [Member] | Change in Fair Value of Outstanding and Unvested Stock Option and Stock Awards [Member] | |||
Pay vs Performance Disclosure [Table] | |||
Adjustment to Compensation Amount | (273,879) | 14,360 | 237,677 |
Non-PEO NEO [Member] | Change in Fair Value as of Vesting Date of Stock Option and Stock Awards [Member] | |||
Pay vs Performance Disclosure [Table] | |||
Adjustment to Compensation Amount | $ (187,994) | $ 287,418 | 2,054 |
Non-PEO NEO [Member] | Stock Option and Stock Awards Failed to Meet Applicable Vesting [Member] | |||
Pay vs Performance Disclosure [Table] | |||
Adjustment to Compensation Amount | $ (224,387) |