Pay vs Performance Disclosure | 12 Months Ended | | | | | | |
Dec. 31, 2023 USD ($) $ / shares | Dec. 31, 2022 USD ($) $ / shares | Dec. 31, 2021 USD ($) $ / shares | Oct. 29, 2023 $ / shares | Aug. 01, 2023 $ / shares | Jul. 28, 2023 $ / shares | Jul. 30, 2022 $ / shares | Jul. 30, 2021 $ / shares | Dec. 31, 2020 $ / shares |
Pay vs Performance Disclosure | | | | | | | | | |
Pay vs Performance Disclosure, Table | The following table summarizes the executive compensation earned by the Company’s PEO and other NEOs, the executive compensation actually paid to the Company’s PEO and other NEOs, and certain financial performance measures of the Company for the years ended December 31, 2023, 2022, and 2021. Year (1) Summary Compensation Average Average Value of Initial Fixed $100 Net Income (2) Earnings Total Peer Group 2023 10,706,265 10,337,769 6,052,815 5,838,396 89.39 91.50 299,731,000 $ 1.91 2022 8,780,479 5,558,979 5,868,199 3,774,224 92.65 87.48 198,026,000 $ 1.23 2021 11,687,600 13,453,100 7,846,358 8,993,933 107.48 109.45 499,949,000 $ 2.98 (1) The PEO is David Chernow for each of the years presented. The non-PEO NEOs are Robert Ortenzio, Rocco Ortenzio, Michael Malatesta, Martin Jackson, and Michael Tarvin for 2023. The non-PEO NEOs are Robert Ortenzio, Rocco Ortenzio, Martin Jackson and Michael Tarvin for 2022 and 2021. (2) Net income includes earnings attributable to both controlling and non-controlling interests. The following table outlines the adjustments made to the compensation earned by the Company’s PEO and other NEOs, as presented in the Summary Compensation Table on page 18, to derive the compensation actually paid to the Company’s PEO and other NEOs. Year Summary Adjustments Compensation Less: Reported (1) Plus: Year End (2)(3) Plus: Change in (2)(3) Plus: Change in (2)(3) PEO 2023 10,706,265 7,480,000 5,875,000 (487,666 ) 1,724,170 10,337,769 2022 8,780,479 7,427,500 6,207,500 (2,056,500 ) 55,000 5,558,979 2021 11,687,600 7,932,000 5,880,000 870,000 2,947,500 13,453,100 Non-PEO NEOs 2023 6,052,815 4,002,400 3,172,500 (272,207 ) 887,688 5,838,396 2022 5,868,199 4,827,875 4,034,875 (1,336,725 ) 35,750 3,774,224 2021 7,846,358 5,155,800 3,822,000 565,500 1,915,875 8,993,933 (1) Represents the grant date fair value of restricted stock awards as reported in the “Stock Awards” column of the Summary Compensation Table for each applicable year. (2) Adjustments are equal to (i) the year-end fair value of restricted stock awards granted during the applicable year that are outstanding and unvested as of the end of the year, (ii) the amount of the change in fair value as of the end of the applicable year (from the end of the prior fiscal year) of any restricted stock awards granted in prior years that are outstanding and unvested as of the end of the applicable year, and (iii) for restricted stock awards granted in prior years that vest in the applicable year, an amount equal to the change in fair value as of the vesting date (from the end of the prior fiscal year). (3) Restricted stock awards are valued using the market price of our stock. The closing market price of our stock was $23.50, $24.83, $29.40, and $27.66 as of December 31, 2023, 2022, 2021, and 2020, respectively. The closing market price of our stock was $30.03 on July 28, 2023, when Messrs. Chernow, Robert A. Ortenzio, Rocco A. Ortenzio, Jackson and Tarvin’s July 28, 2020 restricted stock awards vested. The closing market price of our stock was $29.92 on August 1, 2023, when the annual vesting of their August 1, 2022 restricted stock awards occurred. The closing market price of our stock was 22.61 on October 29, 2023, when Mr. Malatesta’s October 29, 2019 restricted stock awards vested. The closing market price of our stock was $29.62 when their restricted stock awards vested on July 30, 2022, and $39.45 when their restricted stock awards vested on July 30, 2021. | | | | | | | | |
Company Selected Measure Name | Earnings Per Share | | | | | | | | |
Named Executive Officers, Footnote | (1) The PEO is David Chernow for each of the years presented. The non-PEO NEOs are Robert Ortenzio, Rocco Ortenzio, Michael Malatesta, Martin Jackson, and Michael Tarvin for 2023. The non-PEO NEOs are Robert Ortenzio, Rocco Ortenzio, Martin Jackson and Michael Tarvin for 2022 and 2021. | | | | | | | | |
PEO Total Compensation Amount | $ 10,706,265 | $ 8,780,479 | $ 11,687,600 | | | | | | |
PEO Actually Paid Compensation Amount | $ 10,337,769 | 5,558,979 | 13,453,100 | | | | | | |
Adjustment To PEO Compensation, Footnote | The following table outlines the adjustments made to the compensation earned by the Company’s PEO and other NEOs, as presented in the Summary Compensation Table on page 18, to derive the compensation actually paid to the Company’s PEO and other NEOs. Year Summary Adjustments Compensation Less: Reported (1) Plus: Year End (2)(3) Plus: Change in (2)(3) Plus: Change in (2)(3) PEO 2023 10,706,265 7,480,000 5,875,000 (487,666 ) 1,724,170 10,337,769 2022 8,780,479 7,427,500 6,207,500 (2,056,500 ) 55,000 5,558,979 2021 11,687,600 7,932,000 5,880,000 870,000 2,947,500 13,453,100 Non-PEO NEOs 2023 6,052,815 4,002,400 3,172,500 (272,207 ) 887,688 5,838,396 2022 5,868,199 4,827,875 4,034,875 (1,336,725 ) 35,750 3,774,224 2021 7,846,358 5,155,800 3,822,000 565,500 1,915,875 8,993,933 (1) Represents the grant date fair value of restricted stock awards as reported in the “Stock Awards” column of the Summary Compensation Table for each applicable year. (2) Adjustments are equal to (i) the year-end fair value of restricted stock awards granted during the applicable year that are outstanding and unvested as of the end of the year, (ii) the amount of the change in fair value as of the end of the applicable year (from the end of the prior fiscal year) of any restricted stock awards granted in prior years that are outstanding and unvested as of the end of the applicable year, and (iii) for restricted stock awards granted in prior years that vest in the applicable year, an amount equal to the change in fair value as of the vesting date (from the end of the prior fiscal year). (3) Restricted stock awards are valued using the market price of our stock. The closing market price of our stock was $23.50, $24.83, $29.40, and $27.66 as of December 31, 2023, 2022, 2021, and 2020, respectively. The closing market price of our stock was $30.03 on July 28, 2023, when Messrs. Chernow, Robert A. Ortenzio, Rocco A. Ortenzio, Jackson and Tarvin’s July 28, 2020 restricted stock awards vested. The closing market price of our stock was $29.92 on August 1, 2023, when the annual vesting of their August 1, 2022 restricted stock awards occurred. The closing market price of our stock was 22.61 on October 29, 2023, when Mr. Malatesta’s October 29, 2019 restricted stock awards vested. The closing market price of our stock was $29.62 when their restricted stock awards vested on July 30, 2022, and $39.45 when their restricted stock awards vested on July 30, 2021. | | | | | | | | |
Non-PEO NEO Average Total Compensation Amount | $ 6,052,815 | 5,868,199 | 7,846,358 | | | | | | |
Non-PEO NEO Average Compensation Actually Paid Amount | $ 5,838,396 | 3,774,224 | 8,993,933 | | | | | | |
Adjustment to Non-PEO NEO Compensation Footnote | The following table outlines the adjustments made to the compensation earned by the Company’s PEO and other NEOs, as presented in the Summary Compensation Table on page 18, to derive the compensation actually paid to the Company’s PEO and other NEOs. Year Summary Adjustments Compensation Less: Reported (1) Plus: Year End (2)(3) Plus: Change in (2)(3) Plus: Change in (2)(3) PEO 2023 10,706,265 7,480,000 5,875,000 (487,666 ) 1,724,170 10,337,769 2022 8,780,479 7,427,500 6,207,500 (2,056,500 ) 55,000 5,558,979 2021 11,687,600 7,932,000 5,880,000 870,000 2,947,500 13,453,100 Non-PEO NEOs 2023 6,052,815 4,002,400 3,172,500 (272,207 ) 887,688 5,838,396 2022 5,868,199 4,827,875 4,034,875 (1,336,725 ) 35,750 3,774,224 2021 7,846,358 5,155,800 3,822,000 565,500 1,915,875 8,993,933 (1) Represents the grant date fair value of restricted stock awards as reported in the “Stock Awards” column of the Summary Compensation Table for each applicable year. (2) Adjustments are equal to (i) the year-end fair value of restricted stock awards granted during the applicable year that are outstanding and unvested as of the end of the year, (ii) the amount of the change in fair value as of the end of the applicable year (from the end of the prior fiscal year) of any restricted stock awards granted in prior years that are outstanding and unvested as of the end of the applicable year, and (iii) for restricted stock awards granted in prior years that vest in the applicable year, an amount equal to the change in fair value as of the vesting date (from the end of the prior fiscal year). (3) Restricted stock awards are valued using the market price of our stock. The closing market price of our stock was $23.50, $24.83, $29.40, and $27.66 as of December 31, 2023, 2022, 2021, and 2020, respectively. The closing market price of our stock was $30.03 on July 28, 2023, when Messrs. Chernow, Robert A. Ortenzio, Rocco A. Ortenzio, Jackson and Tarvin’s July 28, 2020 restricted stock awards vested. The closing market price of our stock was $29.92 on August 1, 2023, when the annual vesting of their August 1, 2022 restricted stock awards occurred. The closing market price of our stock was 22.61 on October 29, 2023, when Mr. Malatesta’s October 29, 2019 restricted stock awards vested. The closing market price of our stock was $29.62 when their restricted stock awards vested on July 30, 2022, and $39.45 when their restricted stock awards vested on July 30, 2021. | | | | | | | | |
Compensation Actually Paid vs. Total Shareholder Return | Relationship between Pay and TSR | | | | | | | | |
Compensation Actually Paid vs. Net Income | Relationship between Pay and Net Income | | | | | | | | |
Compensation Actually Paid vs. Company Selected Measure | Relationship between Pay and Earnings per Share | | | | | | | | |
Total Shareholder Return Vs Peer Group | | | | | | | | | |
Tabular List, Table | For the year ended December 31, 2023, the most important financial performance measures used by the Company to link executive compensation actually paid to the Company’s financial performance were as follows: i. Earnings per share, and ii. Return on equity. | | | | | | | | |
Total Shareholder Return Amount | $ 89.39 | 92.65 | 107.48 | | | | | | |
Peer Group Total Shareholder Return Amount | 91.5 | 87.48 | 109.45 | | | | | | |
Net Income (Loss) | $ 299,731,000 | $ 198,026,000 | $ 499,949,000 | | | | | | |
Company Selected Measure Amount | $ / shares | 1.91 | 1.23 | 2.98 | | | | | | |
PEO Name | David Chernow | | | | | | | | |
Share Price | $ / shares | $ 23.5 | $ 24.83 | $ 29.4 | $ 22.61 | $ 29.92 | $ 30.03 | $ 29.62 | $ 39.45 | $ 27.66 |
Measure:: 1 | | | | | | | | | |
Pay vs Performance Disclosure | | | | | | | | | |
Name | Earnings per share | | | | | | | | |
Measure:: 2 | | | | | | | | | |
Pay vs Performance Disclosure | | | | | | | | | |
Name | Return on equity | | | | | | | | |
PEO | Equity Awards Value In Summary Compensation Table (Grant Date Value) | | | | | | | | | |
Pay vs Performance Disclosure | | | | | | | | | |
Adjustment to Compensation, Amount | $ (7,480,000) | $ (7,427,500) | $ (7,932,000) | | | | | | |
PEO | Year-end Fair Value Of Awards Granted In The Current Fiscal Year [Member] | | | | | | | | | |
Pay vs Performance Disclosure | | | | | | | | | |
Adjustment to Compensation, Amount | 5,875,000 | 6,207,500 | 5,880,000 | | | | | | |
PEO | Change In Fair Value Of Outstanding And Unvested Awards Granted In Prior Fiscal Years [Member] | | | | | | | | | |
Pay vs Performance Disclosure | | | | | | | | | |
Adjustment to Compensation, Amount | (487,666) | (2,056,500) | 870,000 | | | | | | |
PEO | Change In Fair Value As Of Vesting Date Of Prior Year Awards Vested During Current Year [Member] | | | | | | | | | |
Pay vs Performance Disclosure | | | | | | | | | |
Adjustment to Compensation, Amount | 1,724,170 | 55,000 | 2,947,500 | | | | | | |
Non-PEO NEO | Equity Awards Value In Summary Compensation Table (Grant Date Value) | | | | | | | | | |
Pay vs Performance Disclosure | | | | | | | | | |
Adjustment to Compensation, Amount | (4,002,400) | (4,827,875) | (5,155,800) | | | | | | |
Non-PEO NEO | Year-end Fair Value Of Awards Granted In The Current Fiscal Year [Member] | | | | | | | | | |
Pay vs Performance Disclosure | | | | | | | | | |
Adjustment to Compensation, Amount | 3,172,500 | 4,034,875 | 3,822,000 | | | | | | |
Non-PEO NEO | Change In Fair Value Of Outstanding And Unvested Awards Granted In Prior Fiscal Years [Member] | | | | | | | | | |
Pay vs Performance Disclosure | | | | | | | | | |
Adjustment to Compensation, Amount | (272,207) | (1,336,725) | 565,500 | | | | | | |
Non-PEO NEO | Change In Fair Value As Of Vesting Date Of Prior Year Awards Vested During Current Year [Member] | | | | | | | | | |
Pay vs Performance Disclosure | | | | | | | | | |
Adjustment to Compensation, Amount | $ 887,688 | $ 35,750 | $ 1,915,875 | | | | | | |