Allegion plc Files Definitive Proxy Statement
Ticker: ALLE · Form: DEF 14A · Filed: Apr 19, 2024 · CIK: 1579241
| Field | Detail |
|---|---|
| Company | Allegion PLC (ALLE) |
| Form Type | DEF 14A |
| Filed Date | Apr 19, 2024 |
| Risk Level | low |
| Pages | 15 |
| Reading Time | 18 min |
| Key Dollar Amounts | $3,651 m, $858 m, $516 m, $6 |
| Sentiment | neutral |
Sentiment: neutral
Topics: Allegion, DEF 14A, Proxy Statement, Executive Compensation, Shareholder Meeting
TL;DR
<b>Allegion plc has filed its Definitive Proxy Statement for the period ending June 6, 2024.</b>
AI Summary
Allegion plc (ALLE) filed a Proxy Statement (DEF 14A) with the SEC on April 19, 2024. Allegion plc filed a Definitive Proxy Statement (DEF 14A) on April 19, 2024. The filing covers the period ending June 6, 2024. The company's fiscal year ends on December 31. Allegion plc is incorporated in L2. The filing includes information related to executive compensation for the fiscal year 2023.
Why It Matters
For investors and stakeholders tracking Allegion plc, this filing contains several important signals. This filing is a standard requirement for public companies to provide shareholders with information before annual meetings, including details on executive compensation and voting matters. Shareholders can review this document to understand how their votes will be cast on company proposals and to assess executive compensation packages.
Risk Assessment
Risk Level: low — Allegion plc shows low risk based on this filing. The filing is a routine DEF 14A, indicating standard corporate governance procedures rather than significant new developments or risks.
Analyst Insight
Review the executive compensation details and shareholder proposals within the DEF 14A filing to inform voting decisions.
Key Numbers
- 2024-04-19 — Filing Date (DEF 14A filing date)
- 2024-06-06 — Period of Report (Conformed period of report)
- 2023-12-31 — Fiscal Year End (Company's fiscal year end)
Key Players & Entities
- Allegion plc (company) — Filer of the document
- 2024-04-19 (date) — Filing date
- 2024-06-06 (date) — Period of report
- John H. Stone (person) — Member of Allegion plc
- David D. Petratis (person) — Member of Allegion plc
FAQ
When did Allegion plc file this DEF 14A?
Allegion plc filed this Proxy Statement (DEF 14A) with the SEC on April 19, 2024.
What is a DEF 14A filing?
A DEF 14A is a definitive proxy statement sent to shareholders before annual meetings, covering executive compensation, board nominations, and shareholder votes. This particular DEF 14A was filed by Allegion plc (ALLE).
Where can I read the original DEF 14A filing from Allegion plc?
You can access the original filing directly on the SEC's EDGAR system. The filing is publicly available and includes all exhibits and attachments submitted by Allegion plc.
What are the key takeaways from Allegion plc's DEF 14A?
Allegion plc filed this DEF 14A on April 19, 2024. Key takeaways: Allegion plc filed a Definitive Proxy Statement (DEF 14A) on April 19, 2024.. The filing covers the period ending June 6, 2024.. The company's fiscal year ends on December 31..
Is Allegion plc a risky investment based on this filing?
Based on this DEF 14A, Allegion plc presents a relatively low-risk profile. The filing is a routine DEF 14A, indicating standard corporate governance procedures rather than significant new developments or risks.
What should investors do after reading Allegion plc's DEF 14A?
Review the executive compensation details and shareholder proposals within the DEF 14A filing to inform voting decisions. The overall sentiment from this filing is neutral.
How does Allegion plc compare to its industry peers?
Allegion plc operates in the services sector, specifically detective, guard & armored car services (SIC 7381). This filing is a proxy statement related to corporate governance.
Are there regulatory concerns for Allegion plc?
The filing is a DEF 14A, a standard document required by the SEC under the Securities Exchange Act of 1934, detailing information for shareholder meetings.
Industry Context
Allegion plc operates in the services sector, specifically detective, guard & armored car services (SIC 7381). This filing is a proxy statement related to corporate governance.
Regulatory Implications
The filing is a DEF 14A, a standard document required by the SEC under the Securities Exchange Act of 1934, detailing information for shareholder meetings.
What Investors Should Do
- Review the detailed executive compensation tables for named executive officers.
- Examine the proposals to be voted on at the upcoming shareholder meeting.
- Note the filing date and period of report for context on the information provided.
Year-Over-Year Comparison
This is a new filing (DEF 14A) and does not have a direct prior filing to compare against in this context.
Filing Stats: 4,425 words · 18 min read · ~15 pages · Grade level 15.1 · Accepted 2024-04-19 07:03:01
Key Financial Figures
- $3,651 m — n ("AIP") Metrics: Adjusted revenue of $3,651 million, achieved 100% of target; Adjust
- $858 m — eciation and Amortization ("EBITDA") of $858 million, achieved 103% of target; Adjust
- $516 m — arget; Adjusted available cash flow of $516 million, achieved 105% of target; Long T
- $6 — Adjusted earnings per share ("EPS") of $6.94, achieved 140% of the 2021-2023 perf
Filing Documents
- alle-20240419.htm (DEF 14A) — 1579KB
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- 0001579241-24-000020.txt ( ) — 255788KB
- alle-20240419.xsd (EX-101.SCH) — 2KB
- alle-20240419_def.xml (EX-101.DEF) — 3KB
- alle-20240419_lab.xml (EX-101.LAB) — 3KB
- alle-20240419_pre.xml (EX-101.PRE) — 2KB
- alle-20240419_htm.xml (XML) — 129KB
EXECUTIVE COMPENSATION
EXECUTIVE COMPENSATION 58 2023 Summary Compensation Table 58 2023 Grants of Plan-Based Awards 60 Outstanding Equity Awards at 2023 Year-End 61 2023 Option Exercises and Stock Vested 62 2023 Pension Benefits 62 Nonqualified Deferred Compensation 64 Potential Post-Employment P ayments 66 CEO Pay Ratio 69 Pay versus Performance 70 Equity Compensation Plan Information 74 Proposal 3 . Approval of Appointment of Independent R egistered Public Accounting Firm and Authorization to Set Independent Registered Public Accounting Firm's Remuneration for Fiscal 2024 75 Audit and Finance Committee Report 76 Fees of the Independent Registered Public Accounting Firm 77 Annual I rish Law Propo sals 78 Proposal 4 . Renewal of the Board ' s Authority to Issue Shares under Irish Law 79 Proposal 5 . Renewal of the Board of Director ' s Authority to Issue Shares for Cash Without First Offering Shares to Existing Shareholders (Special Resolution under Irish Law) 80 INFORMATION CONCERNING VOTING AND SOLICITATION 82
SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT
SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT 85 SHAREHOLDER PROPOSALS AND NOMINATIONS 87 HOUSEHOLDING 88 G LOSSARY OF TERMS 89 APPENDIX A - RECONCILIATIONS OF GAAP AND NON-GAAP FINANCIAL MEASURES A- 1 Table of Contents VOTING ROADMAP 1 Annual Election of Directors 3 Ratification of the Appointment of PwC The Board of Directors and the Corporate Governance and Nominating Committee believe that the 8 Director nominees possess the necessary qualifications and experiences to provide guidance to the Company's management and effectively oversee the business and long-term interests of shareholders. Our Board recommends a vote FOR each director nominee See page 2 for further information The Board of Directors and the Audit and Finance Committee believe that the retention of PricewaterhouseCoopers (PwC) as the Company's independent public registered accounting firm for the fiscal year ending December 31, 2024 is in the best interests of the Company and its shareholders. Shareholders are being asked to ratify the Company's selection of PwC and to authorize the Audit and Finance Committee to set the independent registered public accounting firm's remuneration for the fiscal year ending December 31, 2024. Our Board recommends a vote FOR this proposal See page 76 for further information 2 Advisory Vote to Approve Executive Compensation 4-5 Annual Irish Law Proposals The Company is seeking a non-binding advisory vote to approve the compensation of its Named Executive Officers. The Compensation Discussion and Analysis begins on page 38 and the Summary Compensation Tables begin on page 58. Our Board recommends a vote FOR this proposal See page 37 for further information 4. The Company is seeking to renew the Board of Directors Authority to Issues Shares under Irish Law. 5. The Company is seeking to renew the Board of Directors Authority to Issue Shares for Cash Without First Offering Shares to Existing Shareholders (Special
EXECUTIVE COMPENSATION
EXECUTIVE COMPENSATION Our executive compensation program is designed to create a pay-for-performance culture by aligning the compensation program to the achievement of our strategic objectives and with shareholder interests. Our strategy is built on four strategic growth pillars: (i) build on our legacy; (ii) be the partner of choice; (iii) deliver new value in access; and (iv) operate with excellence. The primary objectives of our executive compensation program are to: Create and reinforce our pay-for-performance culture; Align the interests of management with our shareholders and other stakeholders; Attract, retain and motivate executive talent by providing competitive levels of salary and targeted total pay; Provide incentive compensation that promotes desired behavior without encouraging unnecessary and excessive risk; and Integrate with our performance management process of goal setting and formal evaluation. v Table of Contents Practices we DO have Practices we DON'T have Incentive award metrics that align pay to strategic business performance measures x Repricing of options without shareholder approval Directors and executives must comply with robust share ownership requirements, with all directors and executives in compliance, or on track to achieve compliance, with these obligations x Hedging or pledging transactions, speculative transactions, or short sales by executive officers or directors Maintain enhanced incentive compensation clawback / recoupment policies x Automatic single-trigger equity vesting upon a change in control Severance benefits triggered only upon a qualifying termination following a change-in-control x Excessive perquisites Significant percentage of executive compensation target opportunity is contingent on performance measured against pre-established performance goals x Excessive severance benefits or other non-performance-based compensation Conduct competitive benchmarking to ensure executive pay is aligned to