BorgWarner Inc. Executive Compensation Details Revealed

Ticker: BWA · Form: DEF 14A · Filed: 2024-03-15T00:00:00.000Z

Sentiment: neutral

Topics: executive-compensation, proxy-statement, equity-awards, governance

Related Tickers: BWA

TL;DR

BorgWarner's 2023 exec pay details are out - equity awards and adjustments are key.

AI Summary

BorgWarner Inc. filed its DEF 14A on March 15, 2024, detailing executive compensation for the fiscal year ending December 31, 2023. The filing includes information on equity awards granted, adjustments, and dividends paid to PEO and Non-PEO NEO members. Key figures relate to the fair value of awards and their adjustments within the compensation structure.

Why It Matters

This filing provides transparency into how BorgWarner Inc. compensates its top executives, which can influence investor decisions and perceptions of company governance.

Risk Assessment

Risk Level: low — This is a routine annual filing providing details on executive compensation and is not indicative of immediate financial risk.

Key Numbers

Key Players & Entities

FAQ

What is the primary purpose of a DEF 14A filing?

A DEF 14A filing, also known as a Proxy Statement, is used by companies to solicit proxies from shareholders for their annual meeting, providing detailed information on matters to be voted upon, including executive compensation, director elections, and other corporate governance issues.

Who are the 'PEO' and 'Non-PEO NEO' members mentioned in the filing?

PEO stands for Principal Executive Officer, and NEO stands for Named Executive Officer. 'Non-PEO NEO' refers to other highly compensated executive officers who are not the principal executive officer.

What does 'Fair Value of Awards Granted' refer to in this context?

This refers to the estimated market value of stock options, restricted stock units, or other equity-based compensation awarded to executives during the fiscal year, calculated as of the grant date.

What are 'Total Equity Awards Adjustments'?

These adjustments likely refer to changes in the valuation or terms of previously granted equity awards due to factors such as performance metrics, vesting conditions, or corporate events.

When was BorgWarner Inc. incorporated?

BorgWarner Inc. was incorporated in Delaware (DE).

From the Filing

0001558370-24-003300.txt : 20240315 0001558370-24-003300.hdr.sgml : 20240315 20240315080056 ACCESSION NUMBER: 0001558370-24-003300 CONFORMED SUBMISSION TYPE: DEF 14A PUBLIC DOCUMENT COUNT: 145 CONFORMED PERIOD OF REPORT: 20240424 FILED AS OF DATE: 20240315 DATE AS OF CHANGE: 20240315 FILER: COMPANY DATA: COMPANY CONFORMED NAME: BORGWARNER INC CENTRAL INDEX KEY: 0000908255 STANDARD INDUSTRIAL CLASSIFICATION: MOTOR VEHICLE PARTS & ACCESSORIES [3714] ORGANIZATION NAME: 04 Manufacturing IRS NUMBER: 133404508 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: DEF 14A SEC ACT: 1934 Act SEC FILE NUMBER: 001-12162 FILM NUMBER: 24752518 BUSINESS ADDRESS: STREET 1: 3850 HAMLIN RD. CITY: AUBURN HILLS STATE: MI ZIP: 48326 BUSINESS PHONE: 2487549200 MAIL ADDRESS: STREET 1: 3850 HAMLIN RD. CITY: AUBURN HILLS STATE: MI ZIP: 48326 FORMER COMPANY: FORMER CONFORMED NAME: BORG WARNER AUTOMOTIVE INC DATE OF NAME CHANGE: 19930628 DEF 14A 1 tmb-20240424xdef14a.htm DEF 14A DEF 14A BorgWarner Inc. 0000908255 false 0000908255 4 2023-01-01 2023-12-31 0000908255 3 2023-01-01 2023-12-31 0000908255 2 2023-01-01 2023-12-31 0000908255 1 2023-01-01 2023-12-31 0000908255 2022-01-01 2022-12-31 0000908255 2021-01-01 2021-12-31 0000908255 2020-01-01 2020-12-31 0000908255 bwa:YearEndFairValueOfAwardsGrantedInCurrentFiscalYearMember ecd:PeoMember 2023-01-01 2023-12-31 0000908255 bwa:YearEndFairValueOfAwardsGrantedInCurrentFiscalYearMember ecd:NonPeoNeoMember 2023-01-01 2023-12-31 0000908255 bwa:TotalEquityAwardsAdjustmentsMember ecd:PeoMember 2023-01-01 2023-12-31 0000908255 bwa:TotalEquityAwardsAdjustmentsMember ecd:NonPeoNeoMember 2023-01-01 2023-12-31 0000908255 bwa:EquityAwardsValueInCompensationTableForApplicableYearMember ecd:PeoMember 2023-01-01 2023-12-31 0000908255 bwa:EquityAwardsValueInCompensationTableForApplicableYearMember ecd:NonPeoNeoMember 2023-01-01 2023-12-31 0000908255 bwa:DividendsOrOtherEarningsPaidOnEquityAwardsNotOtherwiseReflectedInFairValueMember ecd:PeoMember 2023-01-01 2023-12-31 0000908255 bwa:DividendsOrOtherEarningsPaidOnEquityAwardsNotOtherwiseReflectedInFairValueMember ecd:NonPeoNeoMember 2023-01-01 2023-12-31 0000908255 bwa:ChangeInFairValueOfOutstandingAndUnvestedAwardsGrantedInPriorFiscalYearsMember ecd:PeoMember 2023-01-01 2023-12-31 0000908255 bwa:ChangeInFairValueOfOutstandingAndUnvestedAwardsGrantedInPriorFiscalYearsMember ecd:NonPeoNeoMember 2023-01-01 2023-12-31 0000908255 bwa:ChangeInFairValueAsOfVestingDateOfPriorYearAwardsVestedDuringCurrentYearMember ecd:PeoMember 2023-01-01 2023-12-31 0000908255 bwa:ChangeInFairValueAsOfVestingDateOfPriorYearAwardsVestedDuringCurrentYearMember ecd:NonPeoNeoMember 2023-01-01 2023-12-31 0000908255 2023-01-01 2023-12-31 iso4217:USD xbrli:pure Table of Contents ​ ​ ​ Table of Contents BorgWarner’s 2023 Year in Review BorgWarner Inc. (“BorgWarner” or the “Company”) has continued to deliver strong financial results and value to our stockholders even in a challenging economic environment. Despite ongoing global inflation and downward pressures on the electric vehicle (“EV”) market, BorgWarner grew its revenue by 12%, delivered adjusted operating margin and free cash flow near or above the top end of the guidance communicated at its Investor Day in June 2023, and completed the transformative spin-off of its former Fuel Systems and Aftermarket segments into a separate, publicly traded company . As a result, BorgWarner achieved: ​ ​ ​ ​ ​ ​ ​ ​ $14.2B in sales ​ ​ 8.17 % operating margin ​ ​ $1,397M in operating cash flow ​ ​ ​ ​ ​ ​ 12.4% year-over-year increase in sales from continuing operations ​ 9.63%* adjusted operating margin (“Adjusted Operating Margin” or “AOM”) ​ $581M* in free cash flow (“Free Cash Flow” or “FCF”) ​ * Adjusted Ope

View on Read The Filing