Pension and Other Postretirement Benefits | Pension and Other Postretirement Benefits The following table shows the funded status of the Company’s plans’ reconciled with amounts reported in the Consolidated Balance Sheets as of December 31, 2023 and 2022: Pension Benefits Other Post- 2023 2022 2023 2022 Foreign U.S. Total Foreign U.S. Total U.S. U.S. Change in benefit obligation Gross benefit obligation at beginning of year $ 130,554 $ 79,086 $ 209,640 $ 228,752 $ 103,420 $ 332,172 $ 1,606 $ 2,010 Service cost 399 28 427 465 47 512 — — Interest cost 6,083 3,849 9,932 3,079 2,145 5,224 69 37 Employee contributions — — — 20 — 20 — — Effect of plan amendments — (15) (15) 303 — 303 — (2) Curtailment (gain) loss (213) — (213) 207 — 207 — — Plan settlements — — — (1,726) — (1,726) — — Benefits paid (6,086) (6,031) (12,117) (5,343) (5,838) (11,181) (182) (176) Plan expenses and premiums paid — — — (66) — (66) — — Actuarial loss (gain) 7,809 2,146 9,955 (77,244) (20,688) (97,932) (150) (263) Translation differences and other 6,233 — 6,233 (17,893) — (17,893) — — Gross benefit obligation at end of year $ 144,779 $ 79,063 $ 223,842 $ 130,554 $ 79,086 $ 209,640 $ 1,343 $ 1,606 Pension Benefits Other Post- 2023 2022 2023 2022 Foreign U.S. Total Foreign U.S. Total U.S. U.S. Change in plan assets Fair value of plan assets at beginning of year $ 129,944 $ 59,591 $ 189,535 $ 216,886 $ 77,680 $ 294,566 $ — $ — Actual return on plan assets 4,474 4,640 9,114 (65,396) (14,871) (80,267) — — Employer contributions 1,566 2,767 4,333 3,241 2,620 5,861 182 176 Employee contributions — — — 20 — 20 — — Plan settlements — — — (1,726) — (1,726) — — Benefits paid (6,086) (6,031) (12,117) (5,343) (5,838) (11,181) (182) (176) Plan expenses and premiums paid — — — (66) — (66) — — Translation differences 5,489 — 5,489 (17,672) — (17,672) — — Fair value of plan assets at end of year $ 135,387 $ 60,967 $ 196,354 $ 129,944 $ 59,591 $ 189,535 $ — $ — Net benefit obligation recognized $ (9,392) $ (18,096) $ (27,488) $ (610) $ (19,495) $ (20,105) $ (1,343) $ (1,606) Amounts recognized in the balance sheet consist of: Non-current assets $ 2,834 $ — $ 2,834 $ 8,639 $ — $ 8,639 $ — $ — Current liabilities (273) (1,757) (2,030) (210) (1,128) (1,338) (178) (222) Non-current liabilities (11,953) (16,339) (28,292) (9,039) (18,367) (27,406) (1,165) (1,384) Net benefit obligation recognized $ (9,392) $ (18,096) $ (27,488) $ (610) $ (19,495) $ (20,105) $ (1,343) $ (1,606) Amounts not yet reflected in net periodic benefit costs and included in accumulated other comprehensive loss: Prior service (cost) credit (353) — (353) (333) (36) (369) — 16 Accumulated (loss) gain (19,117) 2,248 (16,869) (10,387) 2,532 (7,855) 1,241 1,218 AOCI (19,470) 2,248 (17,222) (10,720) 2,496 (8,224) 1,241 1,234 Cumulative employer contributions in excess of or (below) net periodic benefit cost 10,078 (20,344) (10,266) 10,110 (21,991) (11,881) (2,584) (2,840) Net benefit obligation recognized $ (9,392) $ (18,096) $ (27,488) $ (610) $ (19,495) $ (20,105) $ (1,343) $ (1,606) The accumulated benefit obligation for all defined benefit pension plans was $217.5 million ($79.1 million U.S. and $138.4 million Foreign) and $204.5 million ($79.1 million U.S. and approximately $125.4 million Foreign) as of December 31, 2023 and 2022, respectively. Information for pension plans with an accumulated benefit obligation in excess of plan assets: 2023 2022 Foreign U.S. Total Foreign U.S. Total Accumulated benefit obligation 75,402 79,063 154,465 5,983 79,086 85,069 Fair value of plan assets 69,419 60,967 130,386 1,842 59,591 61,433 Information for pension plans with a projected benefit obligation in excess of plan assets: 2023 2022 Foreign U.S. Total Foreign U.S. Total Projected benefit obligation $ 93,733 $ 79,063 $ 172,796 $ 71,318 $ 79,086 $ 150,404 Fair value of plan assets 81,507 60,967 142,474 61,805 59,591 121,396 Components of net periodic benefit costs – pension plans: 2023 2022 Foreign U.S. Total Foreign U.S. Total Service cost $ 399 $ 28 $ 427 $ 465 $ 47 $ 512 Interest cost 6,083 3,849 9,932 3,079 2,145 5,224 Expected return on plan assets (5,271) (2,799) (8,070) (4,472) (3,509) (7,981) Settlement gain — — — (71) — (71) Curtailment (gain) loss (213) 15 (198) 207 — 207 Actuarial loss amortization 388 22 410 658 323 981 Prior service cost amortization 28 6 34 3 7 10 Net periodic benefit cost (income) $ 1,414 $ 1,121 $ 2,535 $ (131) $ (987) $ (1,118) 2021 Foreign U.S. Total Service cost $ 698 $ 547 $ 1,245 Interest cost 2,594 1,737 4,331 Expected return on plan assets (4,686) (3,611) (8,297) Settlement loss 35 — 35 Actuarial loss amortization 996 2,252 3,248 Prior service credit amortization 3 7 10 Net periodic benefit (income) cost $ (360) $ 932 $ 572 Other changes recognized in other comprehensive income – pension plans: 2023 2022 Foreign U.S. Total Foreign U.S. Total Net (gain) loss arising during the period $ 8,605 $ 398 $ 9,003 $ (7,008) $ (3,555) $ (10,563) Settlement loss — (23) (23) — (323) (323) Prior service (cost) credit — (15) (15) 303 (7) 296 Actuarial (loss) gain (388) (92) (480) (587) 1,247 660 Curtailment recognition (28) — (28) (3) — (3) Effect of exchange rates on amounts included in AOCI 560 — 560 (1,169) — (1,169) Total recognized in other comprehensive loss (income) 8,749 268 9,017 (8,464) (2,638) (11,102) Total recognized in net periodic benefit cost and other comprehensive loss (income) $ 10,163 $ 1,389 $ 11,552 $ (8,595) $ (3,625) $ (12,220) 2021 Foreign U.S. Total Net (gain) loss arising during period $ (388) $ (448) $ (836) Settlement loss (83) (2,252) (2,335) Prior service credit — (7) (7) Actuarial (loss) gain (954) (6,925) (7,879) Curtailment recognition (3) — (3) Effect of exchange rates on amounts included in AOCI (1,390) — (1,390) Total recognized in other comprehensive loss (2,818) (9,632) (12,450) Total recognized in net periodic benefit cost and other comprehensive loss $ (3,178) $ (8,700) $ (11,878) Components of net periodic benefit costs – other postretirement plan: 2023 2022 2021 Service cost $ — $ — $ 1 Interest cost 69 37 27 Actuarial gain amortization (128) (79) (82) Prior service credit amortization (16) (32) (31) Net periodic benefit costs $ (75) $ (74) $ (85) Other changes recognized in other comprehensive income – other postretirement benefit plans: 2023 2022 2021 Net (gain) loss arising during period $ (150) $ (263) $ (992) Recognition of amortizations in net periodic benefit cost — (2) (78) Prior service credit 16 32 31 Actuarial gain amortization 127 79 82 Total recognized in other comprehensive (income) loss (7) (154) (957) Total recognized in net periodic benefit cost and other comprehensive (income) loss $ (82) $ (228) $ (1,042) Weighted-average assumptions used to determine benefit obligations as of December 31, 2023 and 2022: Pension Benefits Other Postretirement 2023 2022 2023 2022 U.S. Plans Discount rate 4.94% 5.21% 4.87% 5.14% Rate of compensation increase N/A N/A N/A N/A Foreign Plans Discount rate 4.35% 6.29% N/A N/A Rate of compensation increase 3.27% 3.93% N/A N/A Weighted-average assumptions used to determine net periodic benefit costs for the years ended December 31, 2023, 2022 and 2021: Pension Benefits Other Postretirement 2023 2022 2021 2023 2022 2021 U.S. Plans Discount rate 5.21 % 2.67 % 2.67 % 5.15 % 2.45 % 1.90 % Expected long-term return on plan assets 5.50 % 5.75 % 5.75 % N/A N/A N/A Rate of compensation increase N/A N/A 6.00 % N/A N/A N/A Foreign Plans Discount rate 4.77 % 3.97 % 1.38 % N/A N/A N/A Expected long-term return on plan assets 4.03 % 2.26 % 2.06 % N/A N/A N/A Rate of compensation increase 3.38 % 3.21 % 2.52 % N/A N/A N/A The long-term rates of return on assets were selected from within the reasonable range of rates determined by (a) historical real returns for the asset classes covered by the investment policy and (b) projections of inflation over the long-term period during which benefits are payable to plan participants. See Note 1 for additional information. Assumed health care cost trend rates as of December 31, 2023, 2022 and 2021: 2023 2022 2021 Health care cost trend rate for next year 6.87 % 5.60 % 5.65 % Rate to which the cost trend rate is assumed to decline (the ultimate trend rate) 4.00 % 4.00 % 4.00 % Year that the rate reaches the ultimate trend rate 2048 2047 2046 Plan Assets and Fair Value The Company’s pension plan target asset allocation and the weighted-average asset allocations as of December 31, 2023 and 2022 by asset category were as follows: Asset Category Target 2023 2022 U.S. Plans Equity securities 30 % 23 % 32 % Debt securities 70 % 70 % 60 % Other — % 7 % 8 % Total 100 % 100 % 100 % Foreign Plans Equity securities 15 % 15 % 8 % Debt securities 60 % 63 % 79 % Other 25 % 22 % 13 % Total 100 % 100 % 100 % As of December 31, 2023 and 2022, “Other” consisted principally of cash and cash equivalents, and investments in real estate funds. The following is a description of the valuation methodologies used for the investments measured at fair value, including the general classification of such instruments pursuant to the fair value hierarchy, where applicable (refer to Note 1, Basis of Presentation and Significant Accounting Policies, for a definition of the levels of the fair value hierarchy): Cash and Cash Equivalents Cash and cash equivalents consist of cash and money market funds and are classified as Level 1 investments. Commingled Funds Investments in the U.S. pooled separate accounts consist primarily of mutual funds, each of which follows a separate investment strategy, and are valued based on the reported unit value at year end. Foreign pension plan commingled funds represent pooled institutional investments, including primarily collective investment trusts. These commingled funds are not available on an exchange or in an active market and these investments are valued using their net asset value (“NAV”), which is generally based on the underlying asset values of the investments held in the trusts. As of December 31, 2023, the foreign pension plan commingled funds included approximately 35 percent of investments in equity securities, 50 percent of investments in fixed income securities, and 14 percent of other non-related investments, primarily real estate. As of December 31, 2022, the foreign pension plan commingled funds included approximately 34 percent of investments in equity securities, 50 percent of investments in fixed income securities, and 16 percent of other non-related investments, primarily real estate. Pooled Separate Accounts Investments in the U.S. pension plan pooled separate accounts consist of annuity contracts and are valued based on the reported unit value at year end. Units of the pooled separate account are not traded on an exchange or in an active market; however, valuation is based on the underlying investments of each pooled separate account and are classified as Level 2 investments. As of December 31, 2023, the U.S. pension plan pooled separate accounts included approximately 25 percent of investments in equity securities and 75 percent of investments in fixed income securities. Fixed Income Government Securities Investments in foreign pension plans fixed income government securities were valued using third party pricing services which are based on a combination of quoted market prices on an exchange in an active market as well as proprietary pricing models and inputs using observable market data and are classified as Level 2 investments. Insurance Contract The Company’s foreign pension plans invest in two separate insurance contracts. Investments in the first foreign pension plan insurance contract are valued at the highest value available for the Company at year end, either the reported cash surrender value of the contract or the vested benefit obligation. Both the cash surrender value and the vested benefit obligation are determined based on unobservable inputs, which are contractually or actuarially determined, regarding returns, fees, the present value of the future cash flows of the contract and benefit obligations. During 2023, one of the Company’s foreign pension plans invested in an insurance contract that is valued at the value available for the Company at year end (i.e. the vested benefit obligation). The vested benefit obligation is determined based on unobservable inputs, which are actuarially determined, regarding returns, the present value of the future cash flows of the contract and benefit obligations. Both this contract and the contract described above are classified as Level 3 investments. Diversified Equity Securities - Registered Investment Companies Investments in the foreign pension plans diversified equity securities of registered investment companies are based upon the quoted redemption value of shares in the fund owned by the plan at year end. The shares of the fund are not available on an exchange or in an active market; however, the fair value is determined based on the underlying investments in the fund as traded on an exchange in an active market and are classified as Level 2 investments. Fixed Income – Foreign Registered Investment Companies Investments in the foreign pension plans fixed income securities of foreign registered investment companies are based upon the quoted redemption value of shares in the fund owned by the plan at year end. The shares of the fund are not available on an exchange or in an active market; however, the fair value is determined based on the underlying investments in the fund as traded on an exchange in an active market and are classified as Level 2 investments. Diversified Investment Fund - Registered Investment Companies Investments in the foreign pension plan diversified investment fund of registered investment companies are based upon the quoted redemption value of shares in the fund owned by the plan at year end. This fund is not available on an exchange or in an active market and this investment is valued using its NAV, which is generally based on the underlying asset values of the investments held. There were no such investments as of December 31, 2023 and 2022. Other – Alternative Investments Investments in the foreign pension plans include certain other alternative investments such as inflation and interest rate swaps. These investments are valued based on unobservable inputs, which are contractually or actuarially determined, regarding returns, fees, the present value of future cash flows of the contract and benefit obligations. These alternative investments are classified as Level 3 investments. Real Estate The U.S. and foreign pension plans’ investment in real estate consists of investments in property funds. The funds’ underlying investments consist of real property which are valued using unobservable inputs. These property funds are classified as Level 3 investments. As of December 31, 2023 and 2022, the U.S. and foreign plans’ investments measured at fair value on a recurring basis were as follows: Fair Value Measurements at December 31, 2023 Total Using Fair Value Hierarchy U.S. Pension Assets Level 1 Level 2 Level 3 Pooled separate accounts $ 56,820 $ — $ 56,820 $ — Real estate 4,147 — — 4,147 Subtotal U.S. pension plan assets in fair value hierarchy $ 60,967 $ — $ 56,820 $ 4,147 Total U.S. pension plan assets $ 60,967 Foreign Pension Assets Cash and cash equivalents $ 1,582 $ 1,582 $ — $ — Insurance contract 118,393 — — 118,393 Diversified equity securities - registered investment companies 1,892 — 1,892 — Fixed income – foreign registered investment companies 9,676 — 9,676 — Real estate 1,771 — — 1,771 Subtotal foreign pension assets in fair value hierarchy $ 133,314 $ 1,582 $ 11,568 $ 120,164 Commingled funds measured at NAV 2,073 Total foreign pension assets $ 135,387 Total pension assets in fair value hierarchy $ 194,281 $ 1,582 $ 68,388 $ 124,311 Total pension assets measured at NAV 2,073 Total pension assets $ 196,354 Fair Value Measurements at December 31, 2022 Total Using Fair Value Hierarchy U.S. Pension Assets Level 1 Level 2 Level 3 Pooled separate accounts $ 54,596 $ — $ 54,596 $ — Real estate 4,995 — — 4,995 Subtotal U.S. pension plan assets in fair value hierarchy $ 59,591 $ — $ 54,596 $ 4,995 Total U.S. pension plan assets $ 59,591 Foreign Pension Assets Cash and cash equivalents $ 4,923 $ 4,923 $ — $ — Insurance contract 59,963 — — 59,963 Diversified equity securities - registered investment companies 5,211 — 5,211 — Fixed income – foreign registered investment companies 54,098 — 54,098 — Real estate 3,907 — — 3,907 Subtotal foreign pension assets in fair value hierarchy $ 128,102 $ 4,923 $ 59,309 $ 63,870 Commingled funds measured at NAV 1,842 Total foreign pension assets $ 129,944 Total pension assets in fair value hierarchy $ 187,693 $ 4,923 $ 113,905 $ 68,865 Total pension assets measured at NAV 1,842 Total pension assets $ 189,535 During the third quarter of 2023, one of the Company’s pension plans in the U.K. liquidated approximately $50 million of its invested assets and subsequently funded and entered into an insurance annuity contract, which will provide for the pension plan’s defined benefit obligations to participants. Certain investments that are measured at fair value using the NAV per share (or its equivalent) have not been classified in the fair value hierarchy. The fair value amounts presented for these investments in the preceding tables are intended to permit reconciliation of the fair value hierarchies to the line items presented in the statements of net assets available for benefits. Changes in the fair value of the plans’ Level 3 investments during the years ended December 31, 2023 and 2022 were as follows: Insurance Real Estate Alternative Total Balance as of December 31, 2021 $ 99,527 $ 11,547 $ 6,979 $ 118,053 Purchases (1,136) (122) (6,979) (8,237) Unrealized losses (32,305) (1,842) — (34,147) Currency translation adjustment (6,123) (681) — (6,804) Balance as of December 31, 2022 59,963 8,902 — 68,865 Purchases 47,640 (303) — 47,337 Unrealized gains (losses) 7,621 (2,867) — 4,754 Currency translation adjustment 3,169 186 — 3,355 Balance as of December 31, 2023 $ 118,393 $ 5,918 $ — $ 124,311 The Company contributes to a multiemployer defined benefit pension plan under terms of a collective bargaining union contract (the Cleveland Bakers and Teamsters Pension Fund, Employer Identification Number: 34-0904419-001). The expiration date of the collective bargaining contract is May 1, 2025. As of January 1, 2022, the last valuation date available for the multiemployer plan, total plan liabilities were approximately $576 million. As of December 31, 2022, the multiemployer pension plan had total plan assets of approximately $340 million. The Company’s contribution rate to the multiemployer pension plan is specified in the collective bargaining union contract and contributions are made to the plan based on its union employee payroll. The Company contributed $0.1 million during the year ended December 31, 2023. The Employee Retirement Income Security Act of 1974, as amended by the Multi-Employer Pension Plan Amendments Act of 1980, imposes certain contingent liabilities upon an employer who is a contributor to a multiemployer pension plan if the employer withdraws from the plan or the plan is terminated or experiences a mass withdrawal. While the Company may also have additional liabilities imposed by law as a result of its participation in the multiemployer defined benefit pension plan, there is no liability as of December 31, 2023. The Pension Protection Act of 2006 (the “PPA”) also added special funding and operational rules generally applicable to plan years beginning after 2007 for multiemployer plans with certain classifications based on a multitude of factors (including, for example, the plan’s funded percentage, cash flow position and whether the plan is projected to experience a minimum funding deficiency). The plan to which the Company contributes is in “critical” status. Plans in the “critical” status classification must adopt measures to improve their funded status through a funding improvement or rehabilitation plan which may require additional contributions from employers (which may take the form of a surcharge on benefit contributions) and/or modifications to retiree benefits. The amount of additional funds that the Company may be obligated to contribute to the plan in the future cannot be estimated as such amounts will be likely based on future levels of work that require the specific use of those union employees covered by the plan, and the amount of that future work and the number of affected employees that may be needed is not reasonably estimable. Cash Flows Contributions The Company expects to make cash contributions of approximately $5.7 million to its pension plans (approximately $3.3 million U.S. and $2.4 million Foreign) and approximately $0.2 million to its other postretirement benefit plan in 2024. Estimated Future Benefit Payments Excluding any impact related to the PPA noted above, the following benefit payments, which reflect expected future service, as appropriate, are expected to be paid: Pension Benefits Other Post- Foreign U.S. Total 2024 $ 6,235 $ 7,657 $ 13,892 $ 178 2025 6,640 6,805 13,445 168 2026 7,403 6,793 14,196 160 2027 7,127 6,154 13,281 139 2028 7,328 6,085 13,413 130 2029 to 2033 45,090 28,648 73,738 517 The Company maintains a plan under which supplemental retirement benefits are provided to certain officers. Benefits payable under the plan are based on a combination of years of service and existing postretirement benefits. Included in total pension costs are charges of $0.6 million, $0.7 million and $3.0 million for the years ended December 31, 2023, 2022 and 2021, respectively, representing the annual accrued benefits under this plan. Defined Contribution Plan The Company sponsors various defined contribution plans in both its U.S. and non-U.S. subsidiaries, under which eligible participants may defer a portion of their compensation up to the allowable amount as determined by the plan. All contributions and Company matches are invested at the direction of the participant. The most significant plan is the Company's primary U.S. 401(k) plan with an employer match covering a majority of its U.S. employees. Beginning in April 2020 and continuing through March 2021, the Company matched both non-elective and elective 401(k) contributions in fully vested shared of the Company’s common stock rather than cash. See Note 8 for additional information. Total Company contributions under this U.S. 401(k) plan were $6.1 million, $7.2 million and $4.8 million for the years ended December 31, 2023, 2022 and 2021, respectively. |