Definitive proxy statements

Pay vs Performance Disclosure

v3.23.2
Pay vs Performance Disclosure - USD ($)
 12 Months Ended
Mar. 31, 2023
Mar. 31, 2022
Mar. 31, 2021
Mar. 31, 2020
Pay vs Performance Disclosure        
Pay vs Performance Disclosure, Table
PAY VERSUS PERFORMANCE
As required by Section 953(a) of the Dodd-Frank Wall Street Reform and Consumer Protection Act, and Item 402(v) of Regulation S-K, we are providing the following information about the relationship between executive compensation actually paid and certain financial performance of the Company. For further information concerning our pay-for-performance philosophy and how we align executive compensation with the Company’s performance, please see “Compensation Discussion & Analysis” above.
​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​
Average
Summary
Compensation
Table Total
for non-PEO
NEOs(3)
​ ​ ​
Average
Compensation
Actually Paid
to non-PEO
NEOs(2)(3)
​ ​ ​
Value of Initial Fixed $100
Investment Based On:
​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​
​ ​ Fiscal
Year 		​ ​ ​
Summary
Compensation
Table Total
for PEO(1)
​ ​ ​
Compensation
Actually Paid
to PEO(2)
​ ​ ​
Total
Shareholder
Return(4)
​ ​ ​
Peer Group
Total
Shareholder
Return(4)
​ ​ ​
Net
Income
(in thousands)(5)
​ ​ ​
Adjusted
EBITDA
(in thousands)(6)
​ ​ ​
Net
Revenue
(in thousands)(7)
​ ​
​ ​
(a)
​ ​ ​
(b)
​ ​ ​
(c)
​ ​ ​
(d)
​ ​ ​
(e)
​ ​ ​
(f)
​ ​ ​
(g)
​ ​ ​
(h)
​ ​ ​
(i)
​ ​ ​
(j)
​ ​
​ ​
2023
​ ​ ​ ​ $ 8,216,442 ​ ​ ​ ​ ​ $ (4,432,027) ​ ​ ​ ​ ​ $ 2,188,452 ​ ​ ​ ​ ​ $ 505,401 ​ ​ ​ ​ ​ $ 286.77 ​ ​ ​ ​ ​ $ 104.58 ​ ​ ​ ​ ​ $ 16,870 ​ ​ ​ ​ ​ $ 163,208 ​ ​ ​ ​ ​ $ 665,920 ​ ​ ​
​ ​
2022
​ ​ ​ ​ $ 7,748,317 ​ ​ ​ ​ ​ $ (6,366,994) ​ ​ ​ ​ ​ $ 1,005,692 ​ ​ ​ ​ ​ $ (1,136,768) ​ ​ ​ ​ ​ $ 1,016.47 ​ ​ ​ ​ ​ $ 1,016.47 ​ ​ ​ ​ ​ $ 35,569 ​ ​ ​ ​ ​ $ 195,234 ​ ​ ​ ​ ​ $ 747,596 ​ ​ ​
​ ​
2021
​ ​ ​ ​ $ 2,297,870 ​ ​ ​ ​ ​ $ 51,641,122 ​ ​ ​ ​ ​ $ 701,789 ​ ​ ​ ​ ​ $ 16,500,595 ​ ​ ​ ​ ​ $ 1,864.50 ​ ​ ​ ​ ​ $ 1,864.50 ​ ​ ​ ​ ​ $ 54,884 ​ ​ ​ ​ ​ $ 75,613 ​ ​ ​ ​ ​ $ 313,579 ​ ​ ​
​ ​
2020
​ ​ ​ ​ ​ N/A ​ ​ ​ ​ ​ ​ N/A ​ ​ ​ ​ ​ ​ N/A ​ ​ ​ ​ ​ ​ N/A ​ ​ ​ ​ ​ $ 100.00 ​ ​ ​ ​ ​ $ 100.00 ​ ​ ​ ​ ​ ​ N/A ​ ​ ​ ​ ​ ​ N/A ​ ​ ​ ​ ​ ​ N/A ​ ​ ​
​
(1)
Mr. Stone was the Principal Executive Officer (“PEO”) for each of fiscal year 2021, 2022, and 2023.
​
(2)
SEC rules require certain adjustments be made to the Summary Compensation Table totals to determine “compensation actually paid” as reported in the Pay versus Performance Table. “Compensation actually paid” does not necessarily represent cash and/or equity value transferred to the applicable NEO without restriction, but rather is a value calculated under applicable SEC rules. In general, “compensation actually paid” is calculated as Summary Compensation Table total compensation adjusted to include the fair market value of equity awards as of March 31 of the applicable year or, if earlier, the vesting date (rather than the grant date). The following table details these adjustments:
​
​ ​ ​ ​ ​ ​
PEO
​ ​
​ ​ ​ ​ ​ ​
FY 2021
​ ​ ​
FY 2022
​ ​ ​
FY 2023
​ ​
​ ​ SCT Total ​ ​ ​ ​ $ 2,297,870 ​ ​ ​ ​ ​ $ 7,748,317 ​ ​ ​ ​ ​ $ 8,216,442 ​ ​ ​
​ ​
- Grant Date Fair Value of Option Awards and Stock Awards Granted in Fiscal Year(a)
​ ​ ​ ​ $ (985,294) ​ ​ ​ ​ ​ $ (6,500,000) ​ ​ ​ ​ ​ $ (7,500,000) ​ ​ ​
​ ​
+ Fair Value at Fiscal Year-End of Outstanding
and Unvested Option Awards and Stock Awards
Granted in Fiscal Year(b)(i)
​ ​ ​ ​ $ 18,317,049 ​ ​ ​ ​ ​ $ 4,156,000 ​ ​ ​ ​ ​ $ 3,429,608 ​ ​ ​
​ ​
+ Change in Fair Value of Outstanding and Unvested Option Awards and Stock Awards Granted in Prior Fiscal Years(b)(ii)
​ ​ ​ ​ $ 21,877,389 ​ ​ ​ ​ ​ $ (8,193,902) ​ ​ ​ ​ ​ $ (5,159,759) ​ ​ ​
​ ​
+ Fair Value at Vesting of Option Awards and Stock Awards Granted in Fiscal Year That Vested During Fiscal Year(b)(iii)
​ ​ ​ ​ $ 0 ​ ​ ​ ​ ​ $ 0 ​ ​ ​ ​ ​ $ 0 ​ ​ ​
​ ​ ​ ​ ​ ​
PEO
​ ​
​ ​ ​ ​ ​ ​
FY 2021
​ ​ ​
FY 2022
​ ​ ​
FY 2023
​ ​
​ ​
+ Change in Fair Value as of Vesting Date of
Option Awards and Stock Awards Granted in
Prior Fiscal Years For Which Applicable Vesting
Conditions Were Satisfied During Fiscal
Year(b)(iv)
​ ​ ​ ​ $ 10,134,109 ​ ​ ​ ​ ​ $ (3,577,409) ​ ​ ​ ​ ​ $ (3,418,318) ​ ​ ​
​ ​
- Fair Value as of Prior Fiscal Year-End of Option
Awards and Stock Awards Granted in Prior
Fiscal Years That Failed to Meet Applicable
Vesting Conditions During Fiscal Year(b)(v)
​ ​ ​ ​ $ 0 ​ ​ ​ ​ ​ $ 0 ​ ​ ​ ​ ​ $ 0 ​ ​ ​
​ ​ Compensation Actually Paid ​ ​ ​ ​ $ 51,641,122 ​ ​ ​ ​ ​ $ (6,366,994) ​ ​ ​ ​ ​ $ (4,432,027) ​ ​ ​
​
(a)
The grant date fair value of equity awards represents the total of the amounts reported in the “Stock Awards” and “Option Awards” columns in the Summary Compensation Table for the applicable year.
​
(b)
The equity award adjustments for each applicable year include the addition (or subtraction, as applicable) of the following: (i) the year-end fair value of any equity awards granted in the applicable year that are outstanding and unvested as of the end of the year; (ii) the amount of change as of the end of the applicable year (from the end of the prior fiscal year) in fair value of any awards granted in prior years that are outstanding and unvested as of the end of the applicable year; (iii) for awards that are granted and vest in same applicable year, the fair value as of the vesting date; (iv) for awards granted in prior years that vest in the applicable year, the amount equal to the change as of the vesting date (from the end of the prior fiscal year) in fair value; (v) for awards granted in prior years that are determined to fail to meet the applicable vesting conditions during the applicable year, a deduction for the amount equal to the fair value at the end of the prior fiscal year; and (vi) the dollar value of any dividends or other earnings paid on stock or option awards in the applicable year prior to the vesting date that are not otherwise reflected in the fair value of such award or included in any other component of total compensation for the applicable year.
​
​ ​ ​ ​ ​ ​
NEO
​ ​
​ ​ ​ ​ ​ ​
FY 2021
​ ​ ​
FY 2022
​ ​ ​
FY 2023
​ ​
​ ​ SCT Total ​ ​ ​ ​ $ 701,789 ​ ​ ​ ​ ​ $ 1,005,692 ​ ​ ​ ​ ​ $ 2,188,452 ​ ​ ​
​ ​
- Grant Date Fair Value of Option Awards and Stock Awards Granted in Fiscal Year
​ ​ ​ ​ $ (232,373) ​ ​ ​ ​ ​ $ (500,000) ​ ​ ​ ​ ​ $ (1,711,613) ​ ​ ​
​ ​
+ Fair Value at Fiscal Year-End of Outstanding
and Unvested Option Awards and Stock Awards
Granted in Fiscal Year
​ ​ ​ ​ $ 4,395,144 ​ ​ ​ ​ ​ $ 711,412 ​ ​ ​ ​ ​ $ 1,098,100 ​ ​ ​
​ ​
+ Change in Fair Value of Outstanding and Unvested Option Awards and Stock Awards Granted in Prior Fiscal Years
​ ​ ​ ​ $ 7,397,483 ​ ​ ​ ​ ​ $ (1,251,148) ​ ​ ​ ​ ​ $ (543,874) ​ ​ ​
​ ​
+ Fair Value at Vesting of Option Awards and Stock Awards Granted in Fiscal Year That Vested During Fiscal Year
​ ​ ​ ​ $ 406,147 ​ ​ ​ ​ ​ $ 40,228 ​ ​ ​ ​ ​ $ 5,143 ​ ​ ​
​ ​
+ Change in Fair Value as of Vesting Date of
Option Awards and Stock Awards Granted in
Prior Fiscal Years For Which Applicable Vesting
Conditions Were Satisfied During Fiscal Year
​ ​ ​ ​ $ 3,832,405 ​ ​ ​ ​ ​ $ (1,142,952) ​ ​ ​ ​ ​ $ (530,807) ​ ​ ​
​ ​
- Fair Value as of Prior Fiscal Year-End of Option
Awards and Stock Awards Granted in Prior
Fiscal Years That Failed to Meet Applicable
Vesting Conditions During Fiscal Year
​ ​ ​ ​ $ 0 ​ ​ ​ ​ ​ $ 0 ​ ​ ​ ​ ​ $ 0 ​ ​ ​
​ ​ Compensation Actually Paid ​ ​ ​ ​ $ 16,500,595 ​ ​ ​ ​ ​ $ (1,136,768) ​ ​ ​ ​ ​ $ 505,401 ​ ​ ​
(3)
The dollar amounts reported under Average Summary Comp Table Total for Non-PEO NEOs represent the average of the amounts reported for the Company’s NEOs as a group (excluding the PEO) in the “Total” column of the Summary Compensation Table in each applicable year. The dollar amounts reported under Average Compensation Actually Paid for Non-PEO NEOs represent the average amount of “compensation actually paid” to the NEOs as a group (excluding the PEO), as computed in accordance with Item 402(v) of Regulation S-K. The dollar amounts do not reflect the actual average amount of compensation earned by or paid to the NEOs as a group (excluding the PEO) during the applicable year. The adjustments noted in Note 2 above were made to average total compensation for the NEOs as a group (excluding the PEO) for each year to determine the compensation actually paid, using the same methodology described above in Note 2. For 2023, reflects compensation information for our NEOs, other than our CEO, as described in the CD&A of this Proxy Statement. For 2022, reflects compensation information for Mr. Garrison, Mr. Miller, Mr. Gillis, and Ms. Christine Collins, former CTO. For 2021, reflects compensation information for Mr. Garrison, Ms. Collins, and Mr. David Wesch, former CAO.
​
(4)
TSR is determined based on the value of an initial fixed investment of $100. The TSR peer group consists of the companies referenced in our CD&A in this Proxy Statement.
​
(5)
The dollar amounts reported represent the amount of net income reflected in the Company’s audited financial statements for the applicable year.
​
(6)
The dollar amounts reported represent non-GAAP adjusted EBITDA, which is calculated as GAAP net earnings or loss excluding various cash and non-cash expenses, including interest expense, foreign transaction gains (losses), debt financing and non-cash related expenses, debt discount and non-cash debt settlement expense, gain or loss on extinguishment of debt, income taxes, asset impairment charges, depreciation and amortization, stock-based compensation expense, change in fair value of derivatives, and fees and expenses related to acquisitions.
​
(7)
The dollar amounts reported represent the amount of revenue reflected in the Company’s audited financial statements for the applicable year.
     
Company Selected Measure Name Adjusted EBITDA      
Named Executive Officers, Footnote
(1)
Mr. Stone was the Principal Executive Officer (“PEO”) for each of fiscal year 2021, 2022, and 2023.
(3)
The dollar amounts reported under Average Summary Comp Table Total for Non-PEO NEOs represent the average of the amounts reported for the Company’s NEOs as a group (excluding the PEO) in the “Total” column of the Summary Compensation Table in each applicable year. The dollar amounts reported under Average Compensation Actually Paid for Non-PEO NEOs represent the average amount of “compensation actually paid” to the NEOs as a group (excluding the PEO), as computed in accordance with Item 402(v) of Regulation S-K. The dollar amounts do not reflect the actual average amount of compensation earned by or paid to the NEOs as a group (excluding the PEO) during the applicable year. The adjustments noted in Note 2 above were made to average total compensation for the NEOs as a group (excluding the PEO) for each year to determine the compensation actually paid, using the same methodology described above in Note 2. For 2023, reflects compensation information for our NEOs, other than our CEO, as described in the CD&A of this Proxy Statement. For 2022, reflects compensation information for Mr. Garrison, Mr. Miller, Mr. Gillis, and Ms. Christine Collins, former CTO. For 2021, reflects compensation information for Mr. Garrison, Ms. Collins, and Mr. David Wesch, former CAO.
     
Peer Group Issuers, Footnote
(4)
TSR is determined based on the value of an initial fixed investment of $100. The TSR peer group consists of the companies referenced in our CD&A in this Proxy Statement.
     
PEO Total Compensation Amount $ 8,216,442 $ 7,748,317 $ 2,297,870  
PEO Actually Paid Compensation Amount $ (4,432,027) (6,366,994) 51,641,122  
Adjustment To PEO Compensation, Footnote
(2)
SEC rules require certain adjustments be made to the Summary Compensation Table totals to determine “compensation actually paid” as reported in the Pay versus Performance Table. “Compensation actually paid” does not necessarily represent cash and/or equity value transferred to the applicable NEO without restriction, but rather is a value calculated under applicable SEC rules. In general, “compensation actually paid” is calculated as Summary Compensation Table total compensation adjusted to include the fair market value of equity awards as of March 31 of the applicable year or, if earlier, the vesting date (rather than the grant date). The following table details these adjustments:
​ ​ ​ ​ ​ ​
PEO
​ ​
​ ​ ​ ​ ​ ​
FY 2021
​ ​ ​
FY 2022
​ ​ ​
FY 2023
​ ​
​ ​ SCT Total ​ ​ ​ ​ $ 2,297,870 ​ ​ ​ ​ ​ $ 7,748,317 ​ ​ ​ ​ ​ $ 8,216,442 ​ ​ ​
​ ​
- Grant Date Fair Value of Option Awards and Stock Awards Granted in Fiscal Year(a)
​ ​ ​ ​ $ (985,294) ​ ​ ​ ​ ​ $ (6,500,000) ​ ​ ​ ​ ​ $ (7,500,000) ​ ​ ​
​ ​
+ Fair Value at Fiscal Year-End of Outstanding
and Unvested Option Awards and Stock Awards
Granted in Fiscal Year(b)(i)
​ ​ ​ ​ $ 18,317,049 ​ ​ ​ ​ ​ $ 4,156,000 ​ ​ ​ ​ ​ $ 3,429,608 ​ ​ ​
​ ​
+ Change in Fair Value of Outstanding and Unvested Option Awards and Stock Awards Granted in Prior Fiscal Years(b)(ii)
​ ​ ​ ​ $ 21,877,389 ​ ​ ​ ​ ​ $ (8,193,902) ​ ​ ​ ​ ​ $ (5,159,759) ​ ​ ​
​ ​
+ Fair Value at Vesting of Option Awards and Stock Awards Granted in Fiscal Year That Vested During Fiscal Year(b)(iii)
​ ​ ​ ​ $ 0 ​ ​ ​ ​ ​ $ 0 ​ ​ ​ ​ ​ $ 0 ​ ​ ​
​ ​ ​ ​ ​ ​
PEO
​ ​
​ ​ ​ ​ ​ ​
FY 2021
​ ​ ​
FY 2022
​ ​ ​
FY 2023
​ ​
​ ​
+ Change in Fair Value as of Vesting Date of
Option Awards and Stock Awards Granted in
Prior Fiscal Years For Which Applicable Vesting
Conditions Were Satisfied During Fiscal
Year(b)(iv)
​ ​ ​ ​ $ 10,134,109 ​ ​ ​ ​ ​ $ (3,577,409) ​ ​ ​ ​ ​ $ (3,418,318) ​ ​ ​
​ ​
- Fair Value as of Prior Fiscal Year-End of Option
Awards and Stock Awards Granted in Prior
Fiscal Years That Failed to Meet Applicable
Vesting Conditions During Fiscal Year(b)(v)
​ ​ ​ ​ $ 0 ​ ​ ​ ​ ​ $ 0 ​ ​ ​ ​ ​ $ 0 ​ ​ ​
​ ​ Compensation Actually Paid ​ ​ ​ ​ $ 51,641,122 ​ ​ ​ ​ ​ $ (6,366,994) ​ ​ ​ ​ ​ $ (4,432,027) ​ ​ ​
​
(a)
The grant date fair value of equity awards represents the total of the amounts reported in the “Stock Awards” and “Option Awards” columns in the Summary Compensation Table for the applicable year.
​
(b)
The equity award adjustments for each applicable year include the addition (or subtraction, as applicable) of the following: (i) the year-end fair value of any equity awards granted in the applicable year that are outstanding and unvested as of the end of the year; (ii) the amount of change as of the end of the applicable year (from the end of the prior fiscal year) in fair value of any awards granted in prior years that are outstanding and unvested as of the end of the applicable year; (iii) for awards that are granted and vest in same applicable year, the fair value as of the vesting date; (iv) for awards granted in prior years that vest in the applicable year, the amount equal to the change as of the vesting date (from the end of the prior fiscal year) in fair value; (v) for awards granted in prior years that are determined to fail to meet the applicable vesting conditions during the applicable year, a deduction for the amount equal to the fair value at the end of the prior fiscal year; and (vi) the dollar value of any dividends or other earnings paid on stock or option awards in the applicable year prior to the vesting date that are not otherwise reflected in the fair value of such award or included in any other component of total compensation for the applicable year.
​
      
Non-PEO NEO Average Total Compensation Amount $ 2,188,452 1,005,692 701,789  
Non-PEO NEO Average Compensation Actually Paid Amount $ 505,401 (1,136,768) 16,500,595  
Adjustment to Non-PEO NEO Compensation Footnote
(2)
SEC rules require certain adjustments be made to the Summary Compensation Table totals to determine “compensation actually paid” as reported in the Pay versus Performance Table. “Compensation actually paid” does not necessarily represent cash and/or equity value transferred to the applicable NEO without restriction, but rather is a value calculated under applicable SEC rules. In general, “compensation actually paid” is calculated as Summary Compensation Table total compensation adjusted to include the fair market value of equity awards as of March 31 of the applicable year or, if earlier, the vesting date (rather than the grant date). The following table details these adjustments:
​ ​ ​ ​ ​ ​
PEO
​ ​
​ ​ ​ ​ ​ ​
FY 2021
​ ​ ​
FY 2022
​ ​ ​
FY 2023
​ ​
​ ​ SCT Total ​ ​ ​ ​ $ 2,297,870 ​ ​ ​ ​ ​ $ 7,748,317 ​ ​ ​ ​ ​ $ 8,216,442 ​ ​ ​
​ ​
- Grant Date Fair Value of Option Awards and Stock Awards Granted in Fiscal Year(a)
​ ​ ​ ​ $ (985,294) ​ ​ ​ ​ ​ $ (6,500,000) ​ ​ ​ ​ ​ $ (7,500,000) ​ ​ ​
​ ​
+ Fair Value at Fiscal Year-End of Outstanding
and Unvested Option Awards and Stock Awards
Granted in Fiscal Year(b)(i)
​ ​ ​ ​ $ 18,317,049 ​ ​ ​ ​ ​ $ 4,156,000 ​ ​ ​ ​ ​ $ 3,429,608 ​ ​ ​
​ ​
+ Change in Fair Value of Outstanding and Unvested Option Awards and Stock Awards Granted in Prior Fiscal Years(b)(ii)
​ ​ ​ ​ $ 21,877,389 ​ ​ ​ ​ ​ $ (8,193,902) ​ ​ ​ ​ ​ $ (5,159,759) ​ ​ ​
​ ​
+ Fair Value at Vesting of Option Awards and Stock Awards Granted in Fiscal Year That Vested During Fiscal Year(b)(iii)
​ ​ ​ ​ $ 0 ​ ​ ​ ​ ​ $ 0 ​ ​ ​ ​ ​ $ 0 ​ ​ ​
​ ​ ​ ​ ​ ​
PEO
​ ​
​ ​ ​ ​ ​ ​
FY 2021
​ ​ ​
FY 2022
​ ​ ​
FY 2023
​ ​
​ ​
+ Change in Fair Value as of Vesting Date of
Option Awards and Stock Awards Granted in
Prior Fiscal Years For Which Applicable Vesting
Conditions Were Satisfied During Fiscal
Year(b)(iv)
​ ​ ​ ​ $ 10,134,109 ​ ​ ​ ​ ​ $ (3,577,409) ​ ​ ​ ​ ​ $ (3,418,318) ​ ​ ​
​ ​
- Fair Value as of Prior Fiscal Year-End of Option
Awards and Stock Awards Granted in Prior
Fiscal Years That Failed to Meet Applicable
Vesting Conditions During Fiscal Year(b)(v)
​ ​ ​ ​ $ 0 ​ ​ ​ ​ ​ $ 0 ​ ​ ​ ​ ​ $ 0 ​ ​ ​
​ ​ Compensation Actually Paid ​ ​ ​ ​ $ 51,641,122 ​ ​ ​ ​ ​ $ (6,366,994) ​ ​ ​ ​ ​ $ (4,432,027) ​ ​ ​
​
(a)
The grant date fair value of equity awards represents the total of the amounts reported in the “Stock Awards” and “Option Awards” columns in the Summary Compensation Table for the applicable year.
​
(b)
The equity award adjustments for each applicable year include the addition (or subtraction, as applicable) of the following: (i) the year-end fair value of any equity awards granted in the applicable year that are outstanding and unvested as of the end of the year; (ii) the amount of change as of the end of the applicable year (from the end of the prior fiscal year) in fair value of any awards granted in prior years that are outstanding and unvested as of the end of the applicable year; (iii) for awards that are granted and vest in same applicable year, the fair value as of the vesting date; (iv) for awards granted in prior years that vest in the applicable year, the amount equal to the change as of the vesting date (from the end of the prior fiscal year) in fair value; (v) for awards granted in prior years that are determined to fail to meet the applicable vesting conditions during the applicable year, a deduction for the amount equal to the fair value at the end of the prior fiscal year; and (vi) the dollar value of any dividends or other earnings paid on stock or option awards in the applicable year prior to the vesting date that are not otherwise reflected in the fair value of such award or included in any other component of total compensation for the applicable year.
​
​ ​ ​ ​ ​ ​
NEO
​ ​
​ ​ ​ ​ ​ ​
FY 2021
​ ​ ​
FY 2022
​ ​ ​
FY 2023
​ ​
​ ​ SCT Total ​ ​ ​ ​ $ 701,789 ​ ​ ​ ​ ​ $ 1,005,692 ​ ​ ​ ​ ​ $ 2,188,452 ​ ​ ​
​ ​
- Grant Date Fair Value of Option Awards and Stock Awards Granted in Fiscal Year
​ ​ ​ ​ $ (232,373) ​ ​ ​ ​ ​ $ (500,000) ​ ​ ​ ​ ​ $ (1,711,613) ​ ​ ​
​ ​
+ Fair Value at Fiscal Year-End of Outstanding
and Unvested Option Awards and Stock Awards
Granted in Fiscal Year
​ ​ ​ ​ $ 4,395,144 ​ ​ ​ ​ ​ $ 711,412 ​ ​ ​ ​ ​ $ 1,098,100 ​ ​ ​
​ ​
+ Change in Fair Value of Outstanding and Unvested Option Awards and Stock Awards Granted in Prior Fiscal Years
​ ​ ​ ​ $ 7,397,483 ​ ​ ​ ​ ​ $ (1,251,148) ​ ​ ​ ​ ​ $ (543,874) ​ ​ ​
​ ​
+ Fair Value at Vesting of Option Awards and Stock Awards Granted in Fiscal Year That Vested During Fiscal Year
​ ​ ​ ​ $ 406,147 ​ ​ ​ ​ ​ $ 40,228 ​ ​ ​ ​ ​ $ 5,143 ​ ​ ​
​ ​
+ Change in Fair Value as of Vesting Date of
Option Awards and Stock Awards Granted in
Prior Fiscal Years For Which Applicable Vesting
Conditions Were Satisfied During Fiscal Year
​ ​ ​ ​ $ 3,832,405 ​ ​ ​ ​ ​ $ (1,142,952) ​ ​ ​ ​ ​ $ (530,807) ​ ​ ​
​ ​
- Fair Value as of Prior Fiscal Year-End of Option
Awards and Stock Awards Granted in Prior
Fiscal Years That Failed to Meet Applicable
Vesting Conditions During Fiscal Year
​ ​ ​ ​ $ 0 ​ ​ ​ ​ ​ $ 0 ​ ​ ​ ​ ​ $ 0 ​ ​ ​
​ ​ Compensation Actually Paid ​ ​ ​ ​ $ 16,500,595 ​ ​ ​ ​ ​ $ (1,136,768) ​ ​ ​ ​ ​ $ 505,401 ​ ​ ​
     
Compensation Actually Paid vs. Net Income [MISSING IMAGE: bc_netincome-4clr.jpg]      
Compensation Actually Paid vs. Company Selected Measure [MISSING IMAGE: bc_ebitda-4clr.jpg]      
Total Shareholder Return Vs Peer Group [MISSING IMAGE: bc_peertsr-4clr.jpg]      
Tabular List, Table
2023 Performance Measures
We believe in a holistic evaluation of the NEOs’ and the Company’s performance and uses a mix of performance measures throughout our annual and long-term incentive programs to align executive pay with Company performance. As required by SEC rules, the performance measures identified as the most important for NEOs’ 2023 compensation decisions are listed in the table to the right.
​ ​ Most Important Performance Measures ​ ​
​ ​ Adjusted EBITDA ​ ​
​ ​ Revenue ​ ​
​ ​ Relative TSR ​ ​
     
Total Shareholder Return Amount $ 286.77 1,016.47 1,864.5 $ 100
Peer Group Total Shareholder Return Amount 104.58 1,016.47 1,864.5 $ 100
Net Income (Loss) $ 16,870,000 $ 35,569,000 $ 54,884,000  
Company Selected Measure Amount 163,208,000 195,234,000 75,613,000  
PEO Name Mr. Stone      
Measure:: 1        
Pay vs Performance Disclosure        
Name Adjusted EBITDA      
Non-GAAP Measure Description
(6)
The dollar amounts reported represent non-GAAP adjusted EBITDA, which is calculated as GAAP net earnings or loss excluding various cash and non-cash expenses, including interest expense, foreign transaction gains (losses), debt financing and non-cash related expenses, debt discount and non-cash debt settlement expense, gain or loss on extinguishment of debt, income taxes, asset impairment charges, depreciation and amortization, stock-based compensation expense, change in fair value of derivatives, and fees and expenses related to acquisitions.
     
Measure:: 2        
Pay vs Performance Disclosure        
Compensation Actually Paid vs. Other Measure [MISSING IMAGE: bc_revenue-4clr.jpg]      
Other Performance Measure, Amount 665,920,000 747,596,000 313,579,000  
Name Revenue      
Non-GAAP Measure Description
(7)
The dollar amounts reported represent the amount of revenue reflected in the Company’s audited financial statements for the applicable year.
     
Measure:: 3        
Pay vs Performance Disclosure        
Name Relative TSR      
PEO | Equity Awards Value In Summary Compensation Table (Grant Date Value) [Member]        
Pay vs Performance Disclosure        
Adjustment to Compensation, Amount $ (7,500,000) $ (6,500,000) $ (985,294)  
PEO | Year-end Fair Value Of Awards Granted In The Current Fiscal Year [Member]        
Pay vs Performance Disclosure        
Adjustment to Compensation, Amount 3,429,608 4,156,000 18,317,049  
PEO | Change In Fair Value Of Outstanding And Unvested Awards Granted In Prior Fiscal Years [Member]        
Pay vs Performance Disclosure        
Adjustment to Compensation, Amount (5,159,759) (8,193,902) 21,877,389  
PEO | Change In Fair Value As Of Vesting Date Of Current Year Awards Vested During Current Year [Member]        
Pay vs Performance Disclosure        
Adjustment to Compensation, Amount 0 0 0  
PEO | Adjustments For Equity Awards Satisfied Performance Conditions [Member]        
Pay vs Performance Disclosure        
Adjustment to Compensation, Amount (3,418,318) (3,577,409) 10,134,109  
PEO | Adjustments For Equity Awards Failed To Meet Performance Conditions [Member]        
Pay vs Performance Disclosure        
Adjustment to Compensation, Amount 0 0 0  
Non-PEO NEO | Equity Awards Value In Summary Compensation Table (Grant Date Value) [Member]        
Pay vs Performance Disclosure        
Adjustment to Compensation, Amount (1,711,613) (500,000) (232,373)  
Non-PEO NEO | Year-end Fair Value Of Awards Granted In The Current Fiscal Year [Member]        
Pay vs Performance Disclosure        
Adjustment to Compensation, Amount 1,098,100 711,412 4,395,144  
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 (543,874) (1,251,148) 7,397,483  
Non-PEO NEO | Change In Fair Value As Of Vesting Date Of Current Year Awards Vested During Current Year [Member]        
Pay vs Performance Disclosure        
Adjustment to Compensation, Amount 5,143 40,228 406,147  
Non-PEO NEO | Adjustments For Equity Awards Satisfied Performance Conditions [Member]        
Pay vs Performance Disclosure        
Adjustment to Compensation, Amount (530,807) (1,142,952) 3,832,405  
Non-PEO NEO | Adjustments For Equity Awards Failed To Meet Performance Conditions [Member]        
Pay vs Performance Disclosure        
Adjustment to Compensation, Amount $ 0 $ 0 $ 0