Pay vs Performance Disclosure
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12 Months Ended |
|
Dec. 31, 2023
USD ($)
|
Dec. 31, 2022
USD ($)
|
Dec. 31, 2021
USD ($)
|
Dec. 31, 2020
USD ($)
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| Pay vs Performance Disclosure |
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| Pay vs Performance Disclosure, Table |
In accordance with the final rule adopted by the SEC in August 2022 implementing Section 953(a) of the Dodd-Frank Act, we are providing the following table that sets forth certain compensation measures for certain of our officers alongside certain performance metrics for the Company and certain of its industry peers:
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Value of Initial $100
Investment: |
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Summary
Compensation
Table CEO
Total
Compensation
($) |
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Compensation Actually Paid to CEO ($) (1)
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Average SCT Non-CEO
NEOs Total Compensation ($) |
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Average Compensation Actually Paid to Non-CEO
NEOs ($) (1)
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2023 |
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8,891,994 |
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11,871,291 |
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1,778,104 |
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2,234,447 |
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187.59 |
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128.90 |
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337,484 |
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14.9 |
% |
2022 |
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7,370,508 |
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12,508,448 |
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1,441,832 |
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1,354,862 |
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131.26 |
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113.50 |
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102,081 |
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11.6 |
% |
2021 |
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7,410,986 |
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11,960,041 |
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1,548,309 |
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1,560,941 |
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145.05 |
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125.26 |
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174,155 |
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11.1 |
% |
2020 |
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7,871,404 |
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12,662,414 |
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1,621,547 |
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1,676,816 |
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115.13 |
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91.15 |
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227,261 |
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11.3 |
% |
| — |
2022 and 2023 CEO is Bluestein; non-CEO NEOs are Meyer, Botelho and Follmann |
| — |
2021 CEO is Bluestein; non-CEO NEOs are Meyer and Grace |
| — |
2020 CEO is Bluestein; non-CEO NEOs are Meyer and Grace |
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(1) |
The amounts shown for Compensation Actually Paid (CAP) have been calculated in accordance with Item 402(v) of Regulation S-K and do not reflect compensation actually earned, realized, or received by our CEO or Other NEOs. These amounts reflect the Summary Compensation Table Total (SCT) with certain adjustments as set forth in the following reconciliation table: |
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Fair
Value of
Stock
Awards
Granted
in the
Covered
Year ($) |
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Change
in Fair
Value of
Unvested
Stock
Awards
from
Prior
Years ($) |
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Fair
Value of
Stock
Awards
Granted
and
Vested
in the
Covered
Year ($) |
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Change
in Fair
Value of
Stock
Awards
from
Prior
Years
that
Vested in
the
Covered
Year ($) |
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Fair
Value of
Stock
Awards
Forfeited
($) |
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Value of
Dividends
on
Unvested
Stock
Awards
Not
Otherwise
Reflected
in Fair
Value ($) |
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Compensation
Actually Paid |
|
PEO |
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2023 |
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8,891,994 |
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5,019,494 |
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7,102,637 |
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576,741 |
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- |
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319,413 |
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- |
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- |
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11,871,291 |
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2022 |
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7,370,508 |
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(3,700,008 |
) |
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3,211,607 |
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(126,779 |
) |
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- |
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5,753,121 |
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- |
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- |
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12,508,448 |
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2021 |
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7,410,986 |
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(3,449,995 |
) |
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4,289,439 |
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2,843,025 |
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- |
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866,586 |
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- |
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- |
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11,960,041 |
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2020 |
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7,871,404 |
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(3,989,493 |
) |
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4,454,699 |
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4,439,836 |
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- |
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(114,033 |
) |
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- |
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- |
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12,662,414 |
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NEO
Average
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2023 |
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1,778,104 |
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818,104 |
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1,149,198 |
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82,349 |
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- |
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42,900 |
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- |
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- |
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2,234,447 |
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2022 |
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1,441,832 |
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(541,665 |
) |
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470,981 |
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(20,807 |
) |
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- |
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4,521 |
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- |
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- |
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1,354,862 |
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2021 |
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1,548,309 |
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(611,752 |
) |
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676,676 |
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7,210 |
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- |
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65,068 |
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(124,571 |
) |
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- |
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1,560,941 |
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2020 |
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1,621,547 |
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(602,500 |
) |
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672,756 |
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21,233 |
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- |
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(36,220 |
) |
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- |
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- |
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1,676,816 |
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(2) |
“Peer Group” TSR is the S&P500 BDC Index |
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| Company Selected Measure Name |
Return on Equity
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| Named Executive Officers, Footnote |
Meyer, Botelho and Follmann
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Meyer, Botelho and Follmann
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Meyer and Grace
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Meyer and Grace
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| Peer Group Issuers, Footnote |
“Peer Group” TSR is the S&P500 BDC Index
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| PEO Total Compensation Amount |
$ 8,891,994
|
$ 7,370,508
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$ 7,410,986
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$ 7,871,404
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| PEO Actually Paid Compensation Amount |
$ 11,871,291
|
12,508,448
|
11,960,041
|
12,662,414
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| Adjustment To PEO Compensation, Footnote |
|
(1) |
The amounts shown for Compensation Actually Paid (CAP) have been calculated in accordance with Item 402(v) of Regulation S-K and do not reflect compensation actually earned, realized, or received by our CEO or Other NEOs. These amounts reflect the Summary Compensation Table Total (SCT) with certain adjustments as set forth in the following reconciliation table: |
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Fair
Value of
Stock
Awards
Granted
in the
Covered
Year ($) |
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Change
in Fair
Value of
Unvested
Stock
Awards
from
Prior
Years ($) |
|
|
Fair
Value of
Stock
Awards
Granted
and
Vested
in the
Covered
Year ($) |
|
|
Change
in Fair
Value of
Stock
Awards
from
Prior
Years
that
Vested in
the
Covered
Year ($) |
|
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Fair
Value of
Stock
Awards
Forfeited
($) |
|
|
Value of
Dividends
on
Unvested
Stock
Awards
Not
Otherwise
Reflected
in Fair
Value ($) |
|
|
Compensation
Actually Paid |
|
PEO |
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|
2023 |
|
|
|
8,891,994 |
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|
5,019,494 |
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|
7,102,637 |
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|
576,741 |
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- |
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|
319,413 |
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- |
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- |
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11,871,291 |
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2022 |
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7,370,508 |
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(3,700,008 |
) |
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3,211,607 |
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(126,779 |
) |
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- |
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5,753,121 |
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- |
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- |
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12,508,448 |
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2021 |
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7,410,986 |
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(3,449,995 |
) |
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4,289,439 |
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2,843,025 |
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- |
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|
866,586 |
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- |
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- |
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|
11,960,041 |
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| |
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2020 |
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|
7,871,404 |
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|
(3,989,493 |
) |
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4,454,699 |
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4,439,836 |
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|
- |
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(114,033 |
) |
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- |
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- |
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|
12,662,414 |
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|
NEO
Average
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|
2023 |
|
|
|
1,778,104 |
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|
818,104 |
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|
1,149,198 |
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|
82,349 |
|
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|
- |
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|
42,900 |
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|
- |
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- |
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|
2,234,447 |
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| |
|
2022 |
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|
1,441,832 |
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|
(541,665 |
) |
|
|
470,981 |
|
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|
(20,807 |
) |
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|
- |
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|
4,521 |
|
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|
- |
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- |
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|
|
1,354,862 |
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| |
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2021 |
|
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|
1,548,309 |
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|
(611,752 |
) |
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|
676,676 |
|
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|
7,210 |
|
|
|
- |
|
|
|
65,068 |
|
|
|
(124,571 |
) |
|
|
- |
|
|
|
1,560,941 |
|
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|
2020 |
|
|
|
1,621,547 |
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|
(602,500 |
) |
|
|
672,756 |
|
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|
21,233 |
|
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|
- |
|
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|
(36,220 |
) |
|
|
- |
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|
- |
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|
1,676,816 |
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| Non-PEO NEO Average Total Compensation Amount |
$ 1,778,104
|
1,441,832
|
1,548,309
|
1,621,547
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| Non-PEO NEO Average Compensation Actually Paid Amount |
$ 2,234,447
|
1,354,862
|
1,560,941
|
1,676,816
|
| Adjustment to Non-PEO NEO Compensation Footnote |
|
(1) |
The amounts shown for Compensation Actually Paid (CAP) have been calculated in accordance with Item 402(v) of Regulation S-K and do not reflect compensation actually earned, realized, or received by our CEO or Other NEOs. These amounts reflect the Summary Compensation Table Total (SCT) with certain adjustments as set forth in the following reconciliation table: |
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Fair
Value of
Stock
Awards
Granted
in the
Covered
Year ($) |
|
|
Change
in Fair
Value of
Unvested
Stock
Awards
from
Prior
Years ($) |
|
|
Fair
Value of
Stock
Awards
Granted
and
Vested
in the
Covered
Year ($) |
|
|
Change
in Fair
Value of
Stock
Awards
from
Prior
Years
that
Vested in
the
Covered
Year ($) |
|
|
Fair
Value of
Stock
Awards
Forfeited
($) |
|
|
Value of
Dividends
on
Unvested
Stock
Awards
Not
Otherwise
Reflected
in Fair
Value ($) |
|
|
Compensation
Actually Paid |
|
PEO |
|
|
2023 |
|
|
|
8,891,994 |
|
|
|
5,019,494 |
|
|
|
7,102,637 |
|
|
|
576,741 |
|
|
|
- |
|
|
|
319,413 |
|
|
|
- |
|
|
|
- |
|
|
|
11,871,291 |
|
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|
2022 |
|
|
|
7,370,508 |
|
|
|
(3,700,008 |
) |
|
|
3,211,607 |
|
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|
(126,779 |
) |
|
|
- |
|
|
|
5,753,121 |
|
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|
- |
|
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|
- |
|
|
|
12,508,448 |
|
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|
2021 |
|
|
|
7,410,986 |
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|
|
(3,449,995 |
) |
|
|
4,289,439 |
|
|
|
2,843,025 |
|
|
|
- |
|
|
|
866,586 |
|
|
|
- |
|
|
|
- |
|
|
|
11,960,041 |
|
| |
|
2020 |
|
|
|
7,871,404 |
|
|
|
(3,989,493 |
) |
|
|
4,454,699 |
|
|
|
4,439,836 |
|
|
|
- |
|
|
|
(114,033 |
) |
|
|
- |
|
|
|
- |
|
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|
12,662,414 |
|
|
NEO
Average
|
|
|
2023 |
|
|
|
1,778,104 |
|
|
|
818,104 |
|
|
|
1,149,198 |
|
|
|
82,349 |
|
|
|
- |
|
|
|
42,900 |
|
|
|
- |
|
|
|
- |
|
|
|
2,234,447 |
|
| |
|
2022 |
|
|
|
1,441,832 |
|
|
|
(541,665 |
) |
|
|
470,981 |
|
|
|
(20,807 |
) |
|
|
- |
|
|
|
4,521 |
|
|
|
- |
|
|
|
- |
|
|
|
1,354,862 |
|
| |
|
2021 |
|
|
|
1,548,309 |
|
|
|
(611,752 |
) |
|
|
676,676 |
|
|
|
7,210 |
|
|
|
- |
|
|
|
65,068 |
|
|
|
(124,571 |
) |
|
|
- |
|
|
|
1,560,941 |
|
|
|
|
2020 |
|
|
|
1,621,547 |
|
|
|
(602,500 |
) |
|
|
672,756 |
|
|
|
21,233 |
|
|
|
- |
|
|
|
(36,220 |
) |
|
|
- |
|
|
|
- |
|
|
|
1,676,816 |
|
|
|
|
|
| Compensation Actually Paid vs. Total Shareholder Return |
The graph below reflects the relationship between “Compensation Actually Paid” to our CEO and other NEOs and TSR for the Company and the S&P BDC Index:
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| Compensation Actually Paid vs. Net Income |
The graph below reflects the relationship between “Compensation Actually Paid” to our CEO and other NEOs and Net Investment Income:
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| Compensation Actually Paid vs. Company Selected Measure |
The graph below reflects the relationship between “Compensation Actually Paid” to our CEO and other NEOs and the Company Selected Performance Measure of ROE for the Company:
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| Total Shareholder Return Vs Peer Group |
The graph below reflects the relationship between “Compensation Actually Paid” to our CEO and other NEOs and TSR for the Company and the S&P BDC Index:
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| Tabular List, Table |
As described above, restrictions imposed by the 1940 Act restrict the Compensation Committee’s ability to use nondiscretionary or formulaic Company performance goals or criteria to determine executive incentive compensation. The Compensation Committee instead considers several financial performance metrics, along with other factors including operational goals and individual performance criteria, in determining the appropriate compensation for the NEOs. Subject to the foregoing restrictions imposed by the 1940 Act, in the Company’s assessment, the following list of performance measures represent the most important performance measures used to link compensation actually paid to our NEOs, for the most recently completed fiscal year, to Company performance:
| |
• |
|
return on equity (ROE); |
| |
• |
|
total dividends paid to stockholders; |
| |
• |
|
net realized gain or losses; and |
| |
• |
|
net unrealized appreciation or depreciation. |
|
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|
|
| Total Shareholder Return Amount |
$ 187.59
|
131.26
|
145.05
|
115.13
|
| Peer Group Total Shareholder Return Amount |
128.9
|
113.5
|
125.26
|
91.15
|
| Net Income (Loss) |
$ 337,484,000
|
$ 102,081,000
|
$ 174,155,000
|
$ 227,261,000
|
| Company Selected Measure Amount |
0.149
|
0.116
|
0.111
|
0.113
|
| PEO Name |
Bluestein
|
Bluestein
|
Bluestein
|
Bluestein
|
| Measure:: 1 |
|
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|
|
| Pay vs Performance Disclosure |
|
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|
|
| Name |
return on equity (ROE)
|
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|
|
| Measure:: 2 |
|
|
|
|
| Pay vs Performance Disclosure |
|
|
|
|
| Name |
total dividends paid to stockholders
|
|
|
|
| Measure:: 3 |
|
|
|
|
| Pay vs Performance Disclosure |
|
|
|
|
| Name |
net realized gain or losses
|
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|
| Measure:: 4 |
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|
|
| Pay vs Performance Disclosure |
|
|
|
|
| Name |
net unrealized appreciation or depreciation
|
|
|
|
| PEO | SCT Stock Awards [Member] |
|
|
|
|
| Pay vs Performance Disclosure |
|
|
|
|
| Adjustment to Compensation, Amount |
$ 5,019,494
|
$ (3,700,008)
|
$ (3,449,995)
|
$ (3,989,493)
|
| PEO | Fair Value of Stock Awards Granted in the Covered Year [Member] |
|
|
|
|
| Pay vs Performance Disclosure |
|
|
|
|
| Adjustment to Compensation, Amount |
7,102,637
|
3,211,607
|
4,289,439
|
4,454,699
|
| PEO | Change in Fair Value of Unvested Stock Awards from Prior Years [Member] |
|
|
|
|
| Pay vs Performance Disclosure |
|
|
|
|
| Adjustment to Compensation, Amount |
576,741
|
(126,779)
|
2,843,025
|
4,439,836
|
| PEO | Change in Fair Value of Stock Awards from Prior Years that Vested in the Covered Year [Member] |
|
|
|
|
| Pay vs Performance Disclosure |
|
|
|
|
| Adjustment to Compensation, Amount |
319,413
|
5,753,121
|
866,586
|
(114,033)
|
| Non-PEO NEO | SCT Stock Awards [Member] |
|
|
|
|
| Pay vs Performance Disclosure |
|
|
|
|
| Adjustment to Compensation, Amount |
818,104
|
(541,665)
|
(611,752)
|
(602,500)
|
| Non-PEO NEO | Fair Value of Stock Awards Granted in the Covered Year [Member] |
|
|
|
|
| Pay vs Performance Disclosure |
|
|
|
|
| Adjustment to Compensation, Amount |
1,149,198
|
470,981
|
676,676
|
672,756
|
| Non-PEO NEO | Change in Fair Value of Unvested Stock Awards from Prior Years [Member] |
|
|
|
|
| Pay vs Performance Disclosure |
|
|
|
|
| Adjustment to Compensation, Amount |
82,349
|
(20,807)
|
7,210
|
21,233
|
| Non-PEO NEO | Change in Fair Value of Stock Awards from Prior Years that Vested in the Covered Year [Member] |
|
|
|
|
| Pay vs Performance Disclosure |
|
|
|
|
| Adjustment to Compensation, Amount |
$ 42,900
|
$ 4,521
|
65,068
|
$ (36,220)
|
| Non-PEO NEO | Fair Value of Stock Awards Forfeited [Member] |
|
|
|
|
| Pay vs Performance Disclosure |
|
|
|
|
| Adjustment to Compensation, Amount |
|
|
$ (124,571)
|
|
