Flowserve Corp. Files Definitive Proxy Statement (DEF 14A)

Ticker: FLS · Form: DEF 14A · Filed: Apr 2, 2024 · CIK: 30625

Flowserve CORP DEF 14A Filing Summary
FieldDetail
CompanyFlowserve CORP (FLS)
Form TypeDEF 14A
Filed DateApr 2, 2024
Risk Levellow
Pages15
Reading Time18 min
Key Dollar Amounts$1 billion, $1.25, $200 million
Sentimentneutral

Sentiment: neutral

Topics: Proxy Statement, DEF 14A, Executive Compensation, Flowserve Corp, Corporate Governance

TL;DR

<b>Flowserve Corp. filed its DEF 14A proxy statement detailing executive compensation and corporate governance for the fiscal year ending December 31, 2023.</b>

AI Summary

FLOWSERVE CORP (FLS) filed a Proxy Statement (DEF 14A) with the SEC on April 2, 2024. Flowserve Corp. filed a Definitive Proxy Statement (DEF 14A) on April 2, 2024. The filing covers the fiscal year ending December 31, 2023. It includes data related to executive compensation, specifically PEO and Non-PEO reported values of equity awards and changes in pension values for 2023 and 2022. The company was formerly known as Durco International Inc. and The Duriron Co. Inc. The filing details various adjustments and year-end fair values for equity awards granted in the current and prior years.

Why It Matters

For investors and stakeholders tracking FLOWSERVE CORP, this filing contains several important signals. This filing provides crucial details on executive compensation, including equity awards and pension adjustments, which are key factors for shareholder evaluation of management. As a DEF 14A filing, it outlines proposals to be voted on at the annual meeting, impacting corporate governance and shareholder rights.

Risk Assessment

Risk Level: low — FLOWSERVE CORP shows low risk based on this filing. The filing is a routine proxy statement (DEF 14A) and does not contain new financial performance data or significant operational changes, indicating a low level of immediate risk.

Analyst Insight

Shareholders should review the executive compensation details and any proposed governance changes outlined in this filing before the annual meeting.

Key Numbers

Key Players & Entities

FAQ

When did FLOWSERVE CORP file this DEF 14A?

FLOWSERVE CORP filed this Proxy Statement (DEF 14A) with the SEC on April 2, 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 FLOWSERVE CORP (FLS).

Where can I read the original DEF 14A filing from FLOWSERVE CORP?

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 FLOWSERVE CORP.

What are the key takeaways from FLOWSERVE CORP's DEF 14A?

FLOWSERVE CORP filed this DEF 14A on April 2, 2024. Key takeaways: Flowserve Corp. filed a Definitive Proxy Statement (DEF 14A) on April 2, 2024.. The filing covers the fiscal year ending December 31, 2023.. It includes data related to executive compensation, specifically PEO and Non-PEO reported values of equity awards and changes in pension values for 2023 and 2022..

Is FLOWSERVE CORP a risky investment based on this filing?

Based on this DEF 14A, FLOWSERVE CORP presents a relatively low-risk profile. The filing is a routine proxy statement (DEF 14A) and does not contain new financial performance data or significant operational changes, indicating a low level of immediate risk.

What should investors do after reading FLOWSERVE CORP's DEF 14A?

Shareholders should review the executive compensation details and any proposed governance changes outlined in this filing before the annual meeting. The overall sentiment from this filing is neutral.

How does FLOWSERVE CORP compare to its industry peers?

Flowserve Corp. operates in the pumps and pumping equipment industry (SIC 3561).

Are there regulatory concerns for FLOWSERVE CORP?

This filing is a DEF 14A, a type of proxy statement required by the SEC for public companies to solicit proxies from shareholders for annual or special meetings.

Industry Context

Flowserve Corp. operates in the pumps and pumping equipment industry (SIC 3561).

Regulatory Implications

This filing is a DEF 14A, a type of proxy statement required by the SEC for public companies to solicit proxies from shareholders for annual or special meetings.

What Investors Should Do

  1. Review the executive compensation tables and disclosures for PEOs and Non-PEOs.
  2. Analyze the details of equity awards granted and their year-end fair values.
  3. Understand any proposals presented for shareholder vote at the upcoming annual meeting.

Year-Over-Year Comparison

This filing is a DEF 14A, which is a proxy statement. It does not contain comparative financial data from a previous filing like an 8-K or 10-K, but it does provide comparative executive compensation data for 2023 versus 2022.

Filing Stats: 4,396 words · 18 min read · ~15 pages · Grade level 16.1 · Accepted 2024-04-02 16:06:51

Key Financial Figures

Filing Documents

Executive Compensation Highlights (Page 34)

Executive Compensation Highlights (Page 34) Compensation Philosophy and Principles ATTRACT & RETAIN Attract and retain high-quality leaders with a passion for driving high performance as well as our Purpose, Values and Behaviors REINFORCE OUR STRATEGY Align our incentive programs with our vision and business strategy PROVIDE COMPETITIVE AND MARKET-BASED COMPENSATION Maintain a market-based compensation program that provides a competitive total target compensation opportunity approximating the market median ALIGN PAY WITH PERFORMANCE Provide incentive programs that reward short- and long-term performance leading to shareholder value without undue risk taking ALIGN PAY WITH SHAREHOLDERS Ensure a majority of total compensation is tied to performance and/or stock price and thus, is aligned with shareholder interests Pay for Performance Alignment Our annual incentive program paid out above target for 2023 compared to below target payouts in each of the two prior fiscal years. The 2023 payout was aligned with our robust shareholder return for the year and reflected strong operating income and adjusted primary working capital performance results and slightly below-target total customer bookings. PAYOUT FOR 2023 ANNUAL INCENTIVE PLAN AWARD (1) Adjusted Primary Working Capital (PWC) as % of sales incentivizes efficiency; lower percentage values are indicative of a greater performance achievement level. 2024 PROXY STATEMENT 4 PSUs have paid out below target for the past three performance cycles. PAYOUTS FOR 2021 PERFORMANCE STOCK UNIT AWARD 2021 - 2023 PSUs Grant Payout 2023 Executive Total Compensation Mix The majority of the total target compensation provided to our Named Executive Officers is at risk' and aligned with our compensation philosophy and principals to drive shareholder value creation. CEO Target Compensation Mix Other NEO Average Target Compensation Mix * At risk compensation is comprised of the target value of all i

Executive Compensation Program Review and Compensation Risk

Executive Compensation Program Review and Compensation Risk 56 Organization and Compensation Committee Report 56 Summary Compensation Table 57 2023 Grants of Plan-Based Awards 59 Outstanding Equity Awards at Year-End 2023 60 2023 Option Exercises and Stock Vested 61 2023 Pension Benefits 62 Quantification of Potential Payments 63 PAY VERSUS PERFORMANCE 64 CEO PAY RATIO FOR FISCAL YEAR 2023 68 PROPOSAL TWO: ADVISORY VOTE TO APPROVE

EXECUTIVE COMPENSATION

EXECUTIVE COMPENSATION 69 CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS 70 SECURITY 71 SECURITY 72 PROPOSAL THREE: RATIFICATION OF APPOINTMENT OF PRICEWATERHOUSECOOPERS LLP TO SERVE AS OUR INDEPENDENT AUDITOR FOR 2024 73 OTHER AUDIT INFORMATION 74 Relationship with Independent Registered Public Accounting Firm 74 Audit and Non-Audit Fees and Services 74 Audit Committee Approval Policy 74 REPORT OF THE AUDIT COMMITTEE 75 PROPOSAL FOUR: APPROVAL OF EMPLOYEE STOCK PURCHASE PLAN 76 EQUITY COMPENSATION PLAN INFORMATION 79 PROPOSAL FIVE: PROVIDE A SEMIANNUAL REPORT ON POLITICAL SPENDING 80 OTHER MATTERS 83 GENERAL VOTING AND MEETING INFORMATION 84 Frequently Asked Questions About The Annual Meeting & Proxy Materials 84 ANNEX I: RECONCILIATION OF REPORTED RESULTS TO NON-GAAP FINANCIAL MEASURES 90 ANNEX II: 2023-2025 PEER PERFORMANCE GROUP 92 ANNEX III: 2021-2023 PEER PERFORMANCE GROUP 93 ANNEX IV: EMPLOYEE STOCK PURCHASE PLAN 94 2024 PROXY STATEMENT 6 Back to Contents Cautionary Note Regarding Forward - Looking This proxy statement contains forward-looking statements about future events and circumstances. Generally speaking, any statement not based upon historical fact is a forward-looking statement. Forward-looking "can," "continue," "estimate," "intent," "forecast," "intend," "look," "may," "will," "expect," "believe," "anticipate," "plan," "remain," "project," "predict," "seek," "confident" and "commit" or similar expressions. In particular, statements regarding our financial position, plans, strategies, objectives, prospects and expectations regarding our business, future operations, industry and market conditions are forward-looking statements. They reflect our current expectations, are s

View Full Filing

View this DEF 14A filing on SEC EDGAR

View on Read The Filing