Pay vs Performance Disclosure
Unit_pure in Millions |
12 Months Ended |
|
Dec. 31, 2022
USD ($)
|
Dec. 31, 2021
USD ($)
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| Pay vs Performance Disclosure [Table] |
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| Pay vs Performance [Table Text Block] |
As required by Item 402(v) of Regulation S-K, we are providing the following information about the relationship between compensation actually paid (CAP), as defined in Item 402(v), and performance.
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Summary Compensation Table Total for Principal Executive Officer (PEO) (b) 1
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Compensation Actually Paid to PEO 2
(c) |
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Average Summary Compensation Table Total for Non-PEO
Named Executive Officers (NEOs) 1
(d) |
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Average Compensation Actually Paid to Non-PEO
NEOs 2
(e) |
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Value of Initial Fixed $100 |
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Net Income (millions) 4
(h) |
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Adjusted EBITDAR (millions) 5
(i) |
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Peer Group Total Shareholder Return 3
(g) |
| 2022 |
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$ |
2,019,387 |
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($ |
6,587,577 |
) |
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$ |
469,989 |
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($ |
1,139,023 |
) |
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$ |
45 |
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$ |
90 |
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$ |
113 |
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$ |
377 |
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| 2021 |
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$ |
14,746,711 |
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$ |
62,800,922 |
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$ |
2,112,920 |
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$ |
11,800,651 |
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$ |
90 |
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$ |
105 |
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($ |
22 |
) |
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$ |
344 |
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1 |
The PEO for 2021 and 2022 is John Lai. The NEOs in 2022 are Jedidiah Gold, Lisa Bossard Funk, Casey Lindsay, Mayra Chimienti, and Markus Hartmann. NEOs for 2021 are Jedidiah Gold and Lisa Bossard Funk. Casey Lindsay and Lisa Bossard Funk terminated employment with the Company as of December 31, 2022.
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2 |
The following adjustments relating to equity awards were made to total compensation for each year to determine compensation actually paid:
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Year |
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Value of Equity
Awards Disclosed
in the Summary
Compensation
Table |
|
Year End Value of
Equity Awards
Granted During
the Covered Year |
|
Change in Fair
Value of
Outstanding and
Unvested Equity
Awards |
|
Value of Awards
Granted in Prior
Years Vesting
During the
Covered Year |
|
Value of Awards
Granted in Prior
Years that Fail to
Meet Applicable
Vesting Conditions
During the Covered
Year |
|
Total Equity
Award
Adjustments |
| PEO 2022 |
|
|
$ |
— |
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|
$ |
— |
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|
($ |
7,420,972 |
) |
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|
($ |
1,185,992 |
) |
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|
$ |
— |
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|
($ |
8,606,964 |
) |
| PEO 2021 |
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($ |
12,800,000 |
) |
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$ |
15,875,359 |
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$ |
— |
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$ |
44,978,852 |
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$ |
— |
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$ |
48,054,211 |
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| NEO 2022 |
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($ |
55,433 |
) |
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$ |
38,550 |
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($ |
972,585 |
) |
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($ |
369,947 |
) |
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($ |
249,596 |
) |
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($ |
1,609,010 |
) |
| NEO 2021 |
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($ |
1,600,000 |
) |
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$ |
1,984,420 |
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$ |
3,464,370 |
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$ |
5,838,942 |
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$ |
— |
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$ |
9,687,731 |
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The valuation methodologies used to calculate fair values for each measurement date did not materially differ from those disclosed at the time of grant.
| |
(a) |
CAP for 2021 includes the value of awards vesting prior to the IPO on June 25, 2021. |
| |
(b) |
CAP for 2022 includes the impact of award modifications for Lisa Bossard Funk and awards failing to meet applicable vesting conditions for Casey Lindsay and Lisa Bossard Funk, as described above under “Summary of Executive Compensation Arrangements.” |
|
3 |
Represents the cumulative TSR for the S&P Composite 1500 Consumer Services Index. |
4 |
The dollar amounts reported represent the amount of net income reflected in the Company’s audited financial statements for the applicable year. |
5 |
The Company believes Adjusted EBIDTAR is the financial performance measure most closely linked to the calculation of compensation actually paid. Adjusted EBIDTAR is a non-GAAP measure. For definitions and reconciliation to the most directly comparable U.S. GAAP measure, see “Definitions and Reconciliations of Non-GAAP Financial Measures” in Appendix B. Adjusted EBITDAR is not a substitute for or superior to the comparable financial measure under GAAP. |
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| Company Selected Measure Name |
Adjusted EBITDAR
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| Named Executive Officers, Footnote [Text Block] |
The NEOs in 2022 are Jedidiah Gold, Lisa Bossard Funk, Casey Lindsay, Mayra Chimienti, and Markus Hartmann. NEOs for 2021 are Jedidiah Gold and Lisa Bossard Funk. Casey Lindsay and Lisa Bossard Funk terminated employment with the Company as of December 31, 2022.
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| Peer Group Issuers, Footnote [Text Block] |
Represents the cumulative TSR for the S&P Composite 1500 Consumer Services Index.
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| PEO Total Compensation Amount |
$ 2,019,387
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$ 14,746,711
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| PEO Actually Paid Compensation Amount |
$ (6,587,577)
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62,800,922
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| Adjustment To PEO Compensation, Footnote [Text Block] |
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Year |
|
Value of Equity
Awards Disclosed
in the Summary
Compensation
Table |
|
Year End Value of
Equity Awards
Granted During
the Covered Year |
|
Change in Fair
Value of
Outstanding and
Unvested Equity
Awards |
|
Value of Awards
Granted in Prior
Years Vesting
During the
Covered Year |
|
Value of Awards
Granted in Prior
Years that Fail to
Meet Applicable
Vesting Conditions
During the Covered
Year |
|
Total Equity
Award
Adjustments |
| PEO 2022 |
|
|
$ |
— |
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|
|
$ |
— |
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|
($ |
7,420,972 |
) |
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|
($ |
1,185,992 |
) |
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|
$ |
— |
|
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($ |
8,606,964 |
) |
| PEO 2021 |
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($ |
12,800,000 |
) |
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$ |
15,875,359 |
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$ |
— |
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$ |
44,978,852 |
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$ |
— |
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$ |
48,054,211 |
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| NEO 2022 |
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($ |
55,433 |
) |
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$ |
38,550 |
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($ |
972,585 |
) |
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($ |
369,947 |
) |
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($ |
249,596 |
) |
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($ |
1,609,010 |
) |
| NEO 2021 |
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($ |
1,600,000 |
) |
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$ |
1,984,420 |
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$ |
3,464,370 |
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$ |
5,838,942 |
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$ |
— |
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$ |
9,687,731 |
|
The valuation methodologies used to calculate fair values for each measurement date did not materially differ from those disclosed at the time of grant.
| |
(a) |
CAP for 2021 includes the value of awards vesting prior to the IPO on June 25, 2021. |
| |
(b) |
CAP for 2022 includes the impact of award modifications for Lisa Bossard Funk and awards failing to meet applicable vesting conditions for Casey Lindsay and Lisa Bossard Funk, as described above under “Summary of Executive Compensation Arrangements.” |
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| Non-PEO NEO Average Total Compensation Amount |
$ 469,989
|
2,112,920
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| Non-PEO NEO Average Compensation Actually Paid Amount |
$ (1,139,023)
|
11,800,651
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| Adjustment to Non-PEO NEO Compensation Footnote [Text Block] |
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|
Year |
|
Value of Equity
Awards Disclosed
in the Summary
Compensation
Table |
|
Year End Value of
Equity Awards
Granted During
the Covered Year |
|
Change in Fair
Value of
Outstanding and
Unvested Equity
Awards |
|
Value of Awards
Granted in Prior
Years Vesting
During the
Covered Year |
|
Value of Awards
Granted in Prior
Years that Fail to
Meet Applicable
Vesting Conditions
During the Covered
Year |
|
Total Equity
Award
Adjustments |
| PEO 2022 |
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|
$ |
— |
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|
|
$ |
— |
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|
($ |
7,420,972 |
) |
|
|
($ |
1,185,992 |
) |
|
|
$ |
— |
|
|
|
($ |
8,606,964 |
) |
| PEO 2021 |
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|
($ |
12,800,000 |
) |
|
|
$ |
15,875,359 |
|
|
|
$ |
— |
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|
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$ |
44,978,852 |
|
|
|
$ |
— |
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$ |
48,054,211 |
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| NEO 2022 |
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($ |
55,433 |
) |
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$ |
38,550 |
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($ |
972,585 |
) |
|
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($ |
369,947 |
) |
|
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($ |
249,596 |
) |
|
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($ |
1,609,010 |
) |
| NEO 2021 |
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($ |
1,600,000 |
) |
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$ |
1,984,420 |
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$ |
3,464,370 |
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$ |
5,838,942 |
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|
|
$ |
— |
|
|
|
$ |
9,687,731 |
|
The valuation methodologies used to calculate fair values for each measurement date did not materially differ from those disclosed at the time of grant.
| |
(a) |
CAP for 2021 includes the value of awards vesting prior to the IPO on June 25, 2021. |
| |
(b) |
CAP for 2022 includes the impact of award modifications for Lisa Bossard Funk and awards failing to meet applicable vesting conditions for Casey Lindsay and Lisa Bossard Funk, as described above under “Summary of Executive Compensation Arrangements.” |
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| Compensation Actually Paid vs. Total Shareholder Return [Text Block] |
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| Compensation Actually Paid vs. Net Income [Text Block] |
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| Compensation Actually Paid vs. Company Selected Measure [Text Block] |
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| Total Shareholder Return Vs Peer Group [Text Block] |
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| Tabular List [Table Text Block] |
Tabular List of Financial Performance Measures The most important financial performance measures used by the Company to link executive compensation actually paid to the Company’s PEO and NEOs, for the most recently completed fiscal year, to the Company’s performance are as follows:
|
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| Total Shareholder Return Amount |
$ 45
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90
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| Peer Group Total Shareholder Return Amount |
90
|
105
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| Net Income (Loss) |
$ 113,000,000
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$ (22,000,000)
|
| Company Selected Measure Amount |
377
|
344
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| PEO Name |
John Lai
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| Measure [Axis]: 1 |
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| Pay vs Performance Disclosure [Table] |
|
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| Measure Name |
Adjusted EBITDAR
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| Non-GAAP Measure Description [Text Block] |
5 |
The Company believes Adjusted EBIDTAR is the financial performance measure most closely linked to the calculation of compensation actually paid. Adjusted EBIDTAR is a non-GAAP measure. For definitions and reconciliation to the most directly comparable U.S. GAAP measure, see “Definitions and Reconciliations of Non-GAAP Financial Measures” in Appendix B. Adjusted EBITDAR is not a substitute for or superior to the comparable financial measure under GAAP. |
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| Measure [Axis]: 2 |
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| Pay vs Performance Disclosure [Table] |
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| Measure Name |
Stock Price
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| PEO [Member] |
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| Pay vs Performance Disclosure [Table] |
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| Equity Awards |
$ (8,606,964)
|
$ 48,054,211
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| PEO [Member] | Value of Equity Awards [Member] |
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| Pay vs Performance Disclosure [Table] |
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| Equity Awards |
0
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(12,800,000)
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| PEO [Member] | Equity Awards Granted During the Covered Year [Member] |
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| Pay vs Performance Disclosure [Table] |
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| Equity Awards |
0
|
15,875,359
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| PEO [Member] | Change in Fair Value of Outstanding and Unvested Equity Awards [Member] |
|
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| Pay vs Performance Disclosure [Table] |
|
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| Equity Awards |
(7,420,972)
|
0
|
| PEO [Member] | Value of Awards Granted in Prior Years Vesting During the Covered Year [Member] |
|
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| Pay vs Performance Disclosure [Table] |
|
|
| Equity Awards |
(1,185,992)
|
44,978,852
|
| PEO [Member] | Value of Awards Granted in Prior Years that Fail to Meet Applicable Vesting Conditions During the Covered Year [Member] |
|
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| Pay vs Performance Disclosure [Table] |
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| Equity Awards |
0
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0
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| Non-PEO NEO [Member] |
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| Pay vs Performance Disclosure [Table] |
|
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| Equity Awards |
(1,609,010)
|
9,687,731
|
| Non-PEO NEO [Member] | Value of Equity Awards [Member] |
|
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| Pay vs Performance Disclosure [Table] |
|
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| Equity Awards |
(55,433)
|
(1,600,000)
|
| Non-PEO NEO [Member] | Equity Awards Granted During the Covered Year [Member] |
|
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| Pay vs Performance Disclosure [Table] |
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| Equity Awards |
38,550
|
1,984,420
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| Non-PEO NEO [Member] | Change in Fair Value of Outstanding and Unvested Equity Awards [Member] |
|
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| Pay vs Performance Disclosure [Table] |
|
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| Equity Awards |
(972,585)
|
3,464,370
|
| Non-PEO NEO [Member] | Value of Awards Granted in Prior Years Vesting During the Covered Year [Member] |
|
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| Pay vs Performance Disclosure [Table] |
|
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| Equity Awards |
(369,947)
|
5,838,942
|
| Non-PEO NEO [Member] | Value of Awards Granted in Prior Years that Fail to Meet Applicable Vesting Conditions During the Covered Year [Member] |
|
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| Pay vs Performance Disclosure [Table] |
|
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| Equity Awards |
$ (249,596)
|
$ 0
|