Pay Versus Performance

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:


	Summary Compensation Table Total for Eric D. Ashleman (PEO) ($)(2)		Compensation Actually Paid to Eric D. Ashleman (PEO) ($)(3)		Summary Compensation Table Total for Andrew K. Silvernail (PEO) ($)(2)		Compensation Actually Paid to Andrew K. Silvernail (PEO) ($)(3)			Average Summary Compensation Table Total for Non-PEO NEOs ($)(2)		Average Compensation Actually Paid to Non-PEO NEOs ($)(3)		Value of Initial Fixed $100 Investment Based On: (4)				Net Income ($000,000)		Adjusted EBITDA ($000,000) (6)
Year (1)			Compensation Actually Paid to Eric D. Ashleman (PEO) ($)(3)									Average Compensation Actually Paid to Non-PEO NEOs ($)(3)		TSR ($)		Peer Group TSR ($)(5)		Net Income ($000,000)		Adjusted EBITDA ($000,000) (6)

2022		7,495,227		11,439,171		N/A		N/A			2,396,496		2,058,991		137		132		586.7		884.2
2021		6,719,772		9,849,418		N/A		N/A			1,743,998		2,463,917		140		150		449.4		765.4
2020		3,407,839		5,952,238		8,890,861		(14,813,422	)		1,709,129		2,782,284		117		116		377.8		622.9

(1)	The Principal Executive Officer (“PEO”) and NEOs for the applicable years were as follows:

•

2022:

Mr. Ashleman

served as the PEO for the entirety of 2022. The Company’s other NEOs for 2022 were: William K. Grogan; Melissa Aquino; Marc Uleman; and Lisa M. Anderson.

•

2021: Mr. Ashleman served as the PEO for the entirety of 2021. The Company’s other NEOs for 2021 were: William K. Grogan; Denise R. Cade; Melissa S. Flores; Daniel J. Salliotte; and Michael J. Yates.

•

2020: Mr. Ashleman was appointed PEO effective December 15, 2020, and

Mr. Silvernail

served as PEO prior to Mr. Ashleman’s appointment. The Company’s other NEOs for 2020 were: William K. Grogan; Denise R. Cade; Jeffrey D. Bucklew; and Daniel J. Salliotte.

(2)

Amounts reported in this column represent (i) the total compensation reported in the Summary Compensation Table for the applicable year in which the NEO served as PEO in the case of Messrs. Ashleman and Silvernail and (ii) the average of the total compensation reported in the Summary Compensation Table for the applicable year for the Company’s other NEOs reported for the applicable year.

(3)

To calculate the compensation actually paid (“CAP”), adjustments were made to the amounts reported in the Summary Compensation Table for the applicable year. A reconciliation of the adjustments for Messrs. Ashleman and Silvernail and for the average of the other NEOs is set forth following the footnotes to this table.

(4)	Pursuant to rules of the SEC, the comparison assumes $100 was invested on December 31, 2019. Historic stock price performance is not necessarily indicative of future stock price performance.

(5)	The TSR Peer Group consists of the S&P 400 Midcap Industrials Sector Index, an independently prepared index (and which is used for the Company’s stock performance chart in the Annual Report on Form 10-K for the year ended December 31, 2022).

(6)

As noted in “Compensation Discussion and Analysis,” the Compensation Committee selected

Adjusted EBITDA

as a key metric for evaluating and rewarding management’s performance in the 2022 incentive program design. This measure is used to determine the payout of 40% of the 2022 MICP awards. Adjusted EBITDA is a

non-GAAP

financial measure and is calculated based on the Company’s earnings before interest, taxes, depreciation and amortization, adjusted to exclude

the impact of acquisitions and divestitures and actual capital expenditures. A reconciliation from GAAP to non-GAAP financial measures and other related information is included in Item 7 of the Company’s Annual Report on Form 10-K for the year ended December 31, 2022.

Named Executive Officers, Footnote [Text Block]

The Principal Executive Officer (“PEO”) and NEOs for the applicable years were as follows:

•

2022:

Mr. Ashleman

served as the PEO for the entirety of 2022. The Company’s other NEOs for 2022 were: William K. Grogan; Melissa Aquino; Marc Uleman; and Lisa M. Anderson.

•

2021: Mr. Ashleman served as the PEO for the entirety of 2021. The Company’s other NEOs for 2021 were: William K. Grogan; Denise R. Cade; Melissa S. Flores; Daniel J. Salliotte; and Michael J. Yates.

•

2020: Mr. Ashleman was appointed PEO effective December 15, 2020, and

Mr. Silvernail

served as PEO prior to Mr. Ashleman’s appointment. The Company’s other NEOs for 2020 were: William K. Grogan; Denise R. Cade; Jeffrey D. Bucklew; and Daniel J. Salliotte.

Adjustment To PEO Compensation, Footnote [Text Block]

The

following t

a

bles sets forth the detailed calculation from SCT Total to Compensation Actually Paid for the PEOs and NEOs:


	Eric D. Ashleman
Prior FYE	12/31/2019		12/31/2020		12/31/2021
Current FYE	12/31/2020		12/31/2021		12/31/2022
Fiscal Year	2020		2021		2022
SCT Total	$3,407,839		$6,719,772		$7,495,227
- Grant Date Fair Value of Option Awards and Stock Awards Granted in Fiscal Year	($2,006,979	)	($4,174,035	)	($4,598,330	)
+ Fair Value at Fiscal Year-End of Outstanding and Unvested Option Awards and Stock Awards Granted in Fiscal Year	$2,659,808		$6,194,944		$8,424,336
+ Change in Fair Value of Outstanding and Unvested Option Awards and Stock Awards Granted in Prior Fiscal Years	$1,362,544		$1,050,803		$865,977
+ Fair Value at Vesting of Option Awards and Stock Awards Granted in Fiscal Year That Vested During Fiscal Year	$0		$0		$0
+ Change in Fair Value as of Vesting Date of Option Awards and Stock Awards Granted in Prior Fiscal Years For Which Applicable Vesting Conditions Were Satisfied During Fiscal Year	$443,050		$21,243		($916,830	)
- Fair Value as of Prior Fiscal Year-End of Option Awards and Stock Awards Granted in Prior Fiscal Years That Failed to Meet Applicable Vesting Conditions During Fiscal Year	$0		$0		$0
+ Value of Dividends Earned on Stock Awards in the Covered Fiscal Year, Prior to Vesting	$85,976		$36,691		$168,791
Compensation Actually Paid	$5,952,238		$9,849,418		$11,439,171


		Andrew K. Silvernail
Prior FYE		12/31/2019			12/31/2020		12/31/2021
Current FYE		12/31/2020			12/31/2021		12/31/2022
Fiscal Year		2020			2021		2022
SCT Total		$8,890,861			$0		$0
- Grant Date Fair Value of Option Awards and Stock Awards Granted in Fiscal Year		($6,277,937	)		$0		$0
+ Fair Value at Fiscal Year-End of Outstanding and Unvested Option Awards and Stock Awards Granted in Fiscal Year		$0			$0		$0
+ Change in Fair Value of Outstanding and Unvested Option Awards and Stock Awards Granted in Prior Fiscal Years		$0			$0		$0
+ Fair Value at Vesting of Option Awards and Stock Awards Granted in Fiscal Year That Vested During Fiscal Year		$0			$0		$0
+ Change in Fair Value as of Vesting Date of Option Awards and Stock Awards Granted in Prior Fiscal Years For Which Applicable Vesting Conditions Were Satisfied During Fiscal Year		($295,496	)		$0		$0
- Fair Value as of Prior Fiscal Year-End of Option Awards and Stock Awards Granted in Prior Fiscal Years That Failed to Meet Applicable Vesting Conditions During Fiscal Year		($17,130,850	)		$0		$0
+ Value of Dividends Earned on Stock Awards in the Covered Fiscal Year, Prior to Vesting	$	0		$	0	$	0
Compensation Actually Paid		($14,813,422	)		$0		$0

Non-PEO NEO Average Compensation Actually Paid Amount

$ 2,058,991

2,463,917

2,782,284

Compensation Actually Paid vs. Total Shareholder Return [Text Block]

Compensation Actually Paid vs. Company Selected Measure [Text Block]

Tabular List [Table Text Block]

Tabular List of Financial Performance Measures

The following is a list of financial performance measures, which in our assessment represent the most important financial performance measures used by the Company to link compensation actually paid to the NEOs for 2022. In addition to these metrics, the Company’s MICP includes performance goals relating to ESG initiatives in order to emphasize those initiatives as priorities throughout the organization. Plea

se

see the “Compensation Discussion and Analysis” for a further description of the metrics used in the Company’s executive compensation program.

1.	Total Shareholder Return

2.	Relative TSR percentile ranking as compared to companies in the S&P 500 Index

3.	Adjusted EBITDA

Peer Group Total Shareholder Return Amount

132

150

116

Company Selected Measure Amount

884,200,000

765,400,000

622,900,000

Pay vs Performance Disclosure [Table]

Measure Name

Relative TSR percentile ranking as compared to companies in the S&P 500 Index