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Stockholders' Deficit (Tables)
12 Months Ended
Dec. 31, 2019
Equity [Abstract]  
Summary of Cash Dividends Paid
The following table shows our total cash dividends paid in the years ended December 31:
(In millions, except per share amounts)
 
Total Cash
Dividends Paid
 
Total Cash Dividends
Paid Per Common Share
2017
 
$
119.7

 
$
0.64

2018
 
102.9

 
0.64

2019
 
99.1

 
0.64

Total
 
$
321.7

 
 


Summary of Changes in Common Stock and Common Stock in Treasury
The following is a summary of changes during the years ended December 31, in shares of our common stock and common stock in treasury:
 
 
2019
 
2018
 
2017
Changes in common stock:
 
 
 
 
 
 
Number of shares, beginning of year
 
231,619,037

 
230,080,944

 
227,638,738

Restricted stock shares issued for new awards(1)
 
1,478

 
569,960

 
480,283

Restricted stock shares, forfeited(1)
 
(110,984
)
 
(86,518
)
 
(184,235
)
Shares issued for vested restricted stock units
 
164,347

 
151,280

 
607,231

Shares issued as part of acquisition(2)
 

 
20,000

 

Shares issued for 2014 Special Performance Stock Units (PSU) Awards
 

 
658,783

 
749,653

Shares issued for 2015 Three-Year PSU Awards
 

 
129,139

 

Shares issued for 2014 Three-Year PSU Awards
 

 

 
636,723

Shares issued for Stock Leverage Opportunity Awards (SLO)
 
6,321

 
109,841

 
136,783

Shares granted and issued under the Omnibus Incentive Plan and Directors Stock Plan to Directors
 
123,824

 
10,841

 
15,768

Canceled shares for tax netting(3)
 
(181,488
)
 

 

Other activity(4)
 

 
(25,233
)
 

Number of shares issued, end of year(1)
 
231,622,535

 
231,619,037

 
230,080,944

Changes in common stock in treasury:
 
 

 
 

 
 

Number of shares held, beginning of year
 
75,964,667

 
61,485,423

 
34,156,355

Repurchase of common stock(5)
 
1,632,163

 
14,826,924

 
27,320,816

Profit sharing contribution paid in stock
 
(487,108
)
 
(538,524
)
 
(502,519
)
Shares withheld for taxes(3)
 

 
190,844

 
510,771

Number of shares held, end of year(5)
 
77,109,722

 
75,964,667

 
61,485,423

Number of common stock outstanding, end of year
 
154,512,813

 
155,654,370

 
168,595,521


 
 
       
(1) 
Restricted stock shares issued for new awards under the Omnibus Incentive Plan and restricted stock shares, forfeited as shown above for the year ended December 31, 2019 includes 1,478 restricted stock shares issued and (5,024)
restricted stock shares forfeited related to 2018 that were not yet reflected by our Recordkeeper as of December 31, 2018. The table above and our Consolidated Balance Sheets reflect the number of shares issued per our Recordkeeper.
(2) 
In connection with the acquisition of B+ Equipment in the third quarter of 2015, the Company issued 20,000 shares of restricted common stock on September 26, 2018 to certain former equity holders of B+ Equipment. These shares were issued in offshore transactions with no direct selling efforts in the United States and without registration under the Securities Act of 1933, as amended, in reliance upon the issuer safe harbor provided by Regulation S.
(3) 
Effective January 1, 2019, new share issuances for vested awards are netted by the number of shares required to cover the recipients' portion of income tax. The portion withheld for taxes are canceled. Prior to January 1, 2019, the shares required to cover the recipients' portion of income tax were issued and recorded to treasury stock. Shares netted for taxes in 2019 primarily relates to vesting activity for restricted stock shares issued in prior years.
(4) 
Other activity in 2018 primarily relates to prior period adjustment related to years not contained within the table.
(5) 
Repurchase of common stock for the year ended December 31, 2019 as shown above includes 71,530 shares of common stock that had been repurchased by the Company in 2018 but not yet reflected by the Recordkeeper as of December 31, 2018. The table above and our Consolidated Balance Sheets reflect the number of shares held in treasury per our Recordkeeper.
Summary of Changes in Common Shares Available for Awards under Omnibus Plan and Predecessor Plans
A summary of the changes in common shares available for awards under the Omnibus Incentive Plan and Predecessor Plans follows:  
 
 
2019
 
2018
 
2017
Number of shares available, beginning of year
 
4,489,347

 
3,668,954

 
5,385,870

Newly Registered Shares under Omnibus Incentive Plan
 

 
2,199,114

 

Restricted stock shares issued for new awards(1)
 

 
(571,438
)
 
(480,283
)
Restricted stock shares forfeited(1)
 
105,960

 
91,542

 
184,235

Restricted stock units awarded
 
(819,808
)
 
(219,923
)
 
(351,946
)
Restricted stock units forfeited
 
96,534

 
64,122

 
288,801

Shares issued for 2014 Special PSU Awards
 

 
(658,783
)
 
(749,653
)
Shares issued for 2015 Three-Year PSU Awards
 

 
(129,139
)
 

Shares issued for 2014 Three-Year PSU Awards
 

 

 
(636,723
)
Restricted stock units awarded for SLO Awards
 
(46,195
)
 
(23,478
)
 
(44,254
)
SLO units forfeited
 
1,580

 
817

 
3,639

Director shares granted and issued
 
(22,015
)
 
(10,560
)
 
(15,491
)
Director units granted and deferred(2)
 
(6,262
)
 
(16,505
)
 
(17,008
)
Shares withheld for taxes(3)
 
249,368

 
94,624

 
101,767

Number of shares available, end of year(4)
 
4,048,509

 
4,489,347

 
3,668,954

 
       
(1) 
As of December 31, 2018, there were 1,478 restricted stock shares issued for new awards under the Omnibus Incentive Plan and (5,024) restricted stock shares forfeited that were not yet reflected by our Recordkeeper. The table above (shares available under the Omnibus Incentive Plan) reflects this activity as occurred, creating a reconciling difference between shares issued and number of shares available under the Omnibus Plan.
(2) 
Director units granted and deferred include the impact of share-settled dividends earned and deferred on deferred shares.
(3) 
The Omnibus Incentive Plan and 2005 Contingent Stock Plan permit withholding of taxes and other charges that may be required by law to be paid attributable to awards by withholding a portion of the shares attributable to such awards.
(4) 
The above table excludes approximately1.2 million contingently issuable shares under the PSU awards and SLO awards, which represents the maximum number of shares that could be issued under those plans as of December 31, 2019.
Summarizes the Company's Pre-tax Share-based Incentive Compensation Expense and Income Tax Benefit
The following table summarizes the Company’s pre-tax share-based incentive compensation expense and related income tax benefit for the years ended December 31, 2019, 2018 and 2017 related to the Company’s PSU awards, SLO awards and restricted stock awards.
(In millions)
 
2019
 
2018
 
2017
2019 Three-year PSU Awards
 
$
4.3

 
$

 
$

2018 Three-year PSU Awards
 
0.2

 
2.7

 

2017 Three-year PSU Awards(1)
 

 
3.7

 
9.8

2017 COO and Chief Executive Officer-Designate 2017 New Hire Equity Awards
 
0.2

 
0.2

 
0.1

2016 Three-year PSU Awards(1)
 

 
(3.0
)
 
2.0

2016 President & CEO Inducement Award
 

 

 
0.5

2015 Three-year PSU Awards
 

 

 
(0.8
)
2014 Special PSU Awards(2)
 

 

 
3.2

SLO Awards
 
3.2

 
1.6

 
1.1

Other long-term share-based incentive compensation programs(3)(4)
 
26.5

 
24.7

 
32.6

Total share-based incentive compensation expense(5)
 
$
34.4

 
$
29.9

 
$
48.5

Associated tax benefits recognized
 
$
5.8

 
$
4.9

 
$
11.8

 
(1) 
On May 18, 2017, The Organization and Compensation Committee of our Board of Directors (“O&C Committee”) approved a change in the vesting policy regarding the existing 2017 Three-year PSU Awards and 2016 Three-year PSU Awards for Ilham Kadri. The approved change resulted in a pro-rata share of vesting calculated on the close date of the sale of Diversey. Dr. Kadri’s awards were still subject to the performance metrics stipulated in the plan documents, and will be paid out in accordance with the original planned timing.
(2) 
The amount does not include expense related to the 2014 Special PSU awards that were settled in cash of $1.0 million in the year ended December 31, 2017.
(3) 
The amount includes the expenses associated with the restricted stock awards consisting of restricted stock shares, restricted stock units and cash-settled restricted stock unit awards.
(4) 
On August 4, 2017, the Equity Award Committee approved a change in the vesting condition regarding the existing long-term share-based compensation programs transferring to Diversey as part of the sale of Diversey. The approved change resulted in a pro-rata share of vesting calculated on the close date of the sale of Diversey. In December 2018, the Equity Award Committee approved a change in the vesting condition for certain individuals who would be leaving the Company under a phase of our Reinvent SEE Restructuring program. For both modifications, we recorded the cumulative expense of the higher fair value of the impacted awards at modification approval.
(5) 
The amounts do not include the expense related to our U.S. profit sharing contributions made in the form of our common stock as these contributions are not considered share-based incentive compensation.
Schedule of Unvested Restricted Stock and Restricted Stock Unit
The following table summarizes activity for unvested restricted stock and restricted stock units for 2019:
 
 
Restricted stock shares
 
Restricted stock units
 
 
Shares
 
Weighted-Average per Share Fair Value on Grant Date
 
Aggregate
Intrinsic
Value (in millions)
 
Shares
 
Weighted-Average per Share Fair Value on Grant Date
 
Aggregate
Intrinsic
Value (in millions)
Non-vested at December 31, 2018
 
1,228,558

 
$
44.98

 
 

 
561,943

 
$
45.08

 
 

Granted
 

 

 
 

 
819,808

 
43.54

 
 

Vested
 
(538,643
)
 
44.98

 
$
24.2

 
(229,558
)
 
44.31

 
$
10.2

Forfeited or expired
 
(105,960
)
 
45.24

 
 

 
(96,534
)
 
44.64

 
 

Non-vested at December 31, 2019
 
583,955

 
$
45.51

 
 

 
1,055,659

 
$
44.11

 
 

Schedule of Vested Restricted Stock
A summary of the Company’s fair values of its vested restricted stock shares and restricted stock units are shown in the following table: 
(In millions)
 
2019
 
2018
 
2017
Fair value of restricted stock shares vested
 
$
23.7

 
$
13.5

 
$
19.5

Fair value of restricted stock units vested
 
$
10.1

 
$
6.9

 
$
22.4

Schedule of Unrecognized Compensation Cost
A summary of the Company’s unrecognized compensation cost for three-year PSU awards at the current estimated earned payout based on the probable outcome of the performance condition and weighted average periods over which the compensation cost is expected to be recognized as shown in the following table: 
(In millions)
 
Unrecognized Compensation Costs
 
Weighted Average to be recognized (in years)
2019 Three-year PSU Awards
 
$
6.3

 
2
2018 Three-year PSU Awards
 
1.2

 
1
2017 Three-year PSU Awards
 

 
0
A summary of the Company’s unrecognized compensation cost and weighted average periods over which the compensation cost is expected to be recognized for its non-vested restricted stock shares and restricted stock units are shown in the following table:
(In millions)
 
Unrecognized Compensation Costs
 
Weighted Average to be recognized (in years)
Restricted Stock shares
 
$
8.9

 
0.4
Restricted Stock units
 
$
28.5

 
1.0
Summary of Number of PSUs Granted Based on Adjusted EBITDA and Grant Date Fair Value
The number of PSUs granted based on Adjusted EBITDA margin and the grant date fair value are shown in the following table:
 
 
2019
 
2018
 
2017
Number of units granted
 
92,804

 
57,378

 
99,522

Weighted average fair value on grant date(1) (2)
 
$
42.45

 
$
41.72

 
$
45.21

 
    
(1) 
For 2019, this represents the weighted average fair value for PSU awards approved during the first and third quarter.
 (2) 
On May 18, 2017, the O&C Committee approved a change in the vesting policy regarding the 2017 Three-year PSU Awards for Ilham Kadri. The modified vesting terms resulted in award modification accounting treatment. The weighted average fair value on grant date reflects the impact of the fair value on date of modification for these awards.
Summary of Assumptions Used to Calculate the Grant Date Fair Value Based on Total Shareholder Return
The number of PSUs granted based on TSR and the assumptions used to calculate the grant date fair value of the PSUs based on TSR are shown in the following table:
 
 
2019
 
2018
 
2017
Number of units granted
 
70,543

 
56,829

 
100,958

Weighted average fair value on grant date(1) (3)
 
$
57.53

 
$
43.40

 
$
44.24

Expected Price volatility(2)
 
22.86
%
 
22.00
%
 
25.31
%
Risk-free interest rate(2)
 
2.36
%
 
2.00
%
 
1.56
%
 
    
(1) 
For 2019, this represents the weighted average fair value for PSU awards approved during the first and third quarter.
(2) 
For 2019, values represent weighted average assumptions for PSU awards approved during the first and third quarter.
(3) 
On May 18, 2017, the O&C Committee approved a change in the vesting policy regarding the existing 2017 Three-year PSU Awards for Ilham Kadri. The modified vesting terms resulted in award modification accounting treatment. The weighted average fair value on grant date reflects the impact of the fair value on date of modification for these awards.
Number of Performance Stock Units Granted Based On Net Trade Sales Growth and Grant Date Fair Value
The number of PSUs granted based on Net Trade Sales Growth and the grant date fair value are shown in the following table:
 
 
2018
 
2017
Number of units granted
 
57,378

 
99,522

Weighted average fair value on grant date(1)
 
$
41.72

 
$
45.21


 
    
(1) 
On May 18, 2017, the O&C Committee approved a change in the vesting policy regarding the existing 2017 Three-year PSU Awards for Ilham Kadri. The modified vesting terms resulted in award modification accounting treatment. The weighted average fair value on grant date reflects the impact of the fair value on date of modification for these awards.
Number Of Performance Stock Units Granted Based On Return on Investment Capital And Grant Date Fair Value
The number of PSUs granted based on Return on Invested Capital and the grant date fair value are shown in the following table:
 
 
2019
Number of units granted
 
92,804

Weighted average fair value on grant date(1)
 
$
42.45

(1) 
This represents the weighted average fair value for PSU awards approved during the first and third quarter.
Summary of Estimated Earned Payout
The following table includes additional information related to estimated earned payout based on the probable outcome of the performance condition and market condition as of December 31, 2019:
 
 
Estimated Payout %
 
 
Return on Invested Capital
 
Net Trade Sales Growth
 
Adjusted EBITDA
 
TSR(1)
 
Combined
2019 Three-year PSU Awards
 
100
%
 
N/A

 
100
%
 
25
%
 
75
%
2018 Three-year PSU Awards
 
N/A

 
%
 
85
%
 
25
%
 
37
%
2017 Three-year PSU Awards
 
N/A

 
104
%
 
170
%
 
%
 
90
%

(1) 
Total shareholder return is a market-based condition. Accordingly, we make no assumptions related to future performance. The percentages above represent actual rankings as of December 31, 2019. Any portion of outstanding awards based on the achievement of market-based conditions are accrued at 100% of fair value over the performance period in accordance with ASC 718.
Summary of Activity for Outstanding Three-year PSU Awards
The following table summarizes activity for outstanding Three-year PSU awards for 2019
 
 
Shares
 
Aggregate Intrinsic Value
 (in millions)
Outstanding at December 31, 2018
 
643,856

 
 

Granted(1)
 
256,151

 
 

Converted
 

 
$

Forfeited or expired
 
(270,503
)
 
 
Outstanding at December 31, 2019
 
629,504

 
 

Fully vested at December 31, 2019
 
258,801

 
$
11.7

 
       
(1) 
This represents the target number of performance units granted. Actual number of PSUs earned, if any, is dependent upon performance and may range from 0% to 200% percent of the target.
Summary of Activity for Non-Vested PSUs Awards
The following table summarizes activity for non-vested Three-year PSU awards for 2019:
 
 
Shares
 
Weighted-Average per Share Fair Value on Grant Date
Non-vested at December 31, 2018
 
217,207

 
$
42.94

Granted
 
256,151

 
46.87

Vested
 
(54,817
)
 
45.34

Forfeited or expired
 
(47,838
)
 
45.24

Non-vested at December 31, 2019
 
370,703

 
$
45.08


Summary of Fair Value for Vested PSU Awards A summary of the Company’s fair value for its vested three-year PSU awards is shown in the following table: 
(In millions)
 
2019
 
2018
 
2017
Fair value of three-year PSU awards vested
 
$
10.3

 
$
14.9

 
$
24.0


Summary of Assumptions Used to Calculate Grant Date Fair Value The assumptions used to calculate the grant date fair value of the performance-vesting New Hire Award are shown in the following table:
 
 
2017 Performance-vesting New Hire Award
Fair value on grant date
 
$
10.63

Expected price volatility
 
25.0
%
Risk-free interest rate
 
1.6
%