v3.26.1
Pay vs Performance Disclosure - USD ($)
12 Months Ended
Dec. 31, 2025
Dec. 31, 2024
Dec. 31, 2023
Dec. 31, 2022
Dec. 31, 2021
Pay vs Performance Disclosure          
Pay vs Performance Disclosure, Table
PAY VERSUS PERFORMANCE
We are required to calculate and present the following compensation information in the tabular format prescribed by the SEC. The Compensation Discussion and Analysis and other executive compensation tables above should be read in conjunction with this section to gain a complete understanding of our executive compensation philosophy, programs and decisions.
The tables and discussion below refer to an SEC-prescribed calculation of compensation actually paid, referred to as “CAP”. However, CAP does not correlate to the total amount of compensation that the executive realized during the year. CAP is a detailed calculation that includes adjustments to Total Compensation as reported in the Summary Compensation Table (the “SCT”) to reflect the increase (or decrease) in value of equity compensation over the course of the year, including equity compensation granted in prior years and equity compensation remaining unvested as of year-end. The equity compensation values used to determine CAP are calculated in accordance with ASC Topic 718, based on various methodologies and assumptions. The amount of compensation that the executive will actually realize when such equity awards vest or options are exercised may be materially different from the amounts used in the CAP calculation.
The table below includes our Operating EBITDA annual cash incentive performance measure as the Company Selected Measure (“CSM”) that management believes is the most important annual financial performance measure used to link executive pay and Company performance in 2025. This measure is also discussed in our Compensation Discussion and Analysis and is generally defined as the Company’s income from operations, excluding depreciation, depletion and amortization, “Restructuring” and “(Gain) Loss from Divestitures, Asset Impairments and Unusual Items, Net” reported in our Annual Report on Form 10-K, and also excluding the impacts of our recycling brokerage business. Operating EBITDA presented in this proxy statement is a non-GAAP measure and is defined differently than Operating EBITDA reported in the Company’s quarterly earnings press release. See Appendix B for approved adjustments to the Operating EBITDA incentive performance measure results and a reconciliation of this non-GAAP measure to the most comparable GAAP measure.
Pay Versus Performance Table
Year
SCT Total
to CEO
(1)
($)
CEO CAP(1)(2)
($)
Average SCT
Total for
Non-CEO
NEOs
(1)
($)
Average
Non-CEO
NEOs
CAP
(1)(2)
($)
Value of Initial
Fixed $100
Investment
Based on:
(3)
Net Income(4)
($ in billions)
CSM:
Operating
EBITDA
($ in billions)
WM
TSR
($)
Peer
Group
TSR
($)
2025 19,048,786 27,485,198 4,897,001 6,742,958 202 196 2.708 7.438
2024 17,097,120 24,501,038 4,851,561 6,672,509 182 186 2.746 6.472
2023 14,628,854 26,638,740 3,971,546 6,550,505 160 156 2.304 5.892
2022 14,820,684 13,037,001 5,202,091 4,823,249 137 132 2.238 5.475
2021 13,057,363 44,273,994 3,637,383 10,803,402 144 140 1.816 4.961
(1)
For all periods shown in the table above, the Company’s CEO was Mr. James C. Fish, Jr. The Non-CEO NEOs include:

2025: Mr. David L. Reed, Ms. Devina A. Rankin, Mr. John C. Morris, Jr., Ms. Tara J. Hemmer and Mr. Rafael E. Carrasco. Mr. Reed succeeded Ms. Rankin as Executive Vice President and Chief Financial Officer on November 1, 2025.

2024 and 2023: Ms. Rankin, Mr. Morris, Ms. Hemmer and Mr. Carrasco.

2022: Ms. Rankin, Mr. Morris, Ms. Hemmer and Mr. Steven R. Batchelor, retired Senior Vice President — Operations.

2021: Ms. Rankin, Mr. Morris, Ms. Hemmer and Mr. Charles C. Boettcher, Executive Vice President and Chief Legal Officer.
(2)
To calculate 2025 CAP, we made specified adjustments to Total Compensation as reported in the SCT, as set forth below:
Adjustments to CEO’s SCT Total Compensation to Calculate CAP:
2025
SCT Total Compensation
19,048,786
Deduction from SCT Total Compensation, in dollars

Grant date fair values of equity awards reported in the
“Stock Awards” and “Options Awards” columns in the SCT
14,806,499
Additions to SCT Total Compensation, in dollars:

Fair value of stock awards granted during the year, as of 12/31(a)
11,505,068

Fair value of option awards granted during the year, as of 12/31(b)
1,938,394

Change in fair value of prior years’ stock awards unvested at 12/31(a)
5,569,737

Change in fair value of prior years’ option awards unvested at 12/31(b)
291,180

Change in fair value of prior years’ stock awards vesting during the year(a)
2,107,369

Change in fair value of prior years’ option awards vesting during the year(b)
1,289,567

Dividend equivalents paid upon stock awards vesting during the year
541,596
Total Additions to SCT Total Compensation, in dollars
23,242,911
CAP
27,485,198
Adjustments to Non-CEO NEOs Average SCT Total Compensation to Calculate Average CAP:
2025
SCT Total Compensation
4,897,001
Deduction from SCT Total Compensation, in dollars

Grant date fair values of equity awards reported in the
“Stock Awards” and “Options Awards” columns in the SCT
3,291,935
Additions to SCT Total Compensation, in dollars:

Fair value of stock awards granted during the year, as of 12/31(a)
2,729,515

Fair value of option awards granted during the year, as of 12/31(b)
323,049

Change in fair value of prior years’ stock awards unvested at 12/31(a)
1,094,083

Change in fair value of prior years’ option awards unvested at 12/31(b)
55,677

Change in fair value of prior years’ stock awards vesting during the year(a)
544,624

Change in fair value of prior years’ option awards vesting during the year(b)
247,170

Dividend equivalents paid upon stock awards vesting during the year
143,774
Total Additions to SCT Total Compensation, in dollars
5,137,892
CAP
6,742,958
(a)
Stock awards for all NEOs include annual grants of TSR PSUs and Cash Flow PSUs. The fair value of an unvested TSR PSU is calculated using a multifactor Monte Carlo model, and because total shareholder return is a market condition, projected achievement is embedded in the fair value. The fair value of an unvested Cash Flow PSU is equal to the average of the high and low market price of our Common Stock on the given date; we then multiply the fair value of a Cash Flow PSU by our projection, for accounting purposes, of the probable outcome of the Cash Flow Generation performance measure applicable to such PSUs, based on results to-date and forecast. The following grid summarizes the projected probable outcomes utilized to calculate the value of unvested Cash Flow PSUs at year-end for years prior to the end of the performance period for purposes of 2025 CAP:
Projected Payout of Unvested Cash Flow PSUs at Year-End
2025
2024
Cash Flow PSUs with 3-year Performance Period Ended 12/31/2025 75%
Cash Flow PSUs with 3-year Performance Period Ended 12/31/2026 200% 100%
Cash Flow PSUs with 3-year Performance Period Ended 12/31/2027 100%
Stock awards also includes (i) RSUs that vested for each of the NEOs in 2025; (ii) unvested RSUs that were granted to Ms. Hemmer, Mr. Morris and Mr. Reed in 2025; and (iii) unvested RSUs that were granted to Mr. Reed in 2023 and 2024. The fair value of an RSU is equal to the average of the high and low market price of our Common Stock on the given date.
(b)
Option award fair values are calculated using a Black-Scholes option pricing model.
(3)
Total shareholder return (“TSR”) is based on a hypothetical $100 investment on December 31, 2020. The TSR amounts shown for 2021 represent the value of that $100 investment on December 31, 2021, and TSR is then calculated, on a cumulative basis, as of December 31, 2022, December 31, 2023, December 31, 2024 and December 31, 2025. The Peer Group TSR refers to the Dow Jones Waste & Disposal Services Index.
(4)
Net income refers to the financial statement line item “Net income attributable to Waste Management, Inc.”
       
Company Selected Measure Name Operating EBITDA        
Named Executive Officers, Footnote
(1)
For all periods shown in the table above, the Company’s CEO was Mr. James C. Fish, Jr. The Non-CEO NEOs include:

2025: Mr. David L. Reed, Ms. Devina A. Rankin, Mr. John C. Morris, Jr., Ms. Tara J. Hemmer and Mr. Rafael E. Carrasco. Mr. Reed succeeded Ms. Rankin as Executive Vice President and Chief Financial Officer on November 1, 2025.

2024 and 2023: Ms. Rankin, Mr. Morris, Ms. Hemmer and Mr. Carrasco.

2022: Ms. Rankin, Mr. Morris, Ms. Hemmer and Mr. Steven R. Batchelor, retired Senior Vice President — Operations.

2021: Ms. Rankin, Mr. Morris, Ms. Hemmer and Mr. Charles C. Boettcher, Executive Vice President and Chief Legal Officer.
       
Peer Group Issuers, Footnote
(3)
Total shareholder return (“TSR”) is based on a hypothetical $100 investment on December 31, 2020. The TSR amounts shown for 2021 represent the value of that $100 investment on December 31, 2021, and TSR is then calculated, on a cumulative basis, as of December 31, 2022, December 31, 2023, December 31, 2024 and December 31, 2025. The Peer Group TSR refers to the Dow Jones Waste & Disposal Services Index.
       
PEO Total Compensation Amount $ 19,048,786 $ 17,097,120 $ 14,628,854 $ 14,820,684 $ 13,057,363
PEO Actually Paid Compensation Amount $ 27,485,198 24,501,038 26,638,740 13,037,001 44,273,994
Adjustment To PEO Compensation, Footnote
(2)
To calculate 2025 CAP, we made specified adjustments to Total Compensation as reported in the SCT, as set forth below:
Adjustments to CEO’s SCT Total Compensation to Calculate CAP:
2025
SCT Total Compensation
19,048,786
Deduction from SCT Total Compensation, in dollars

Grant date fair values of equity awards reported in the
“Stock Awards” and “Options Awards” columns in the SCT
14,806,499
Additions to SCT Total Compensation, in dollars:

Fair value of stock awards granted during the year, as of 12/31(a)
11,505,068

Fair value of option awards granted during the year, as of 12/31(b)
1,938,394

Change in fair value of prior years’ stock awards unvested at 12/31(a)
5,569,737

Change in fair value of prior years’ option awards unvested at 12/31(b)
291,180

Change in fair value of prior years’ stock awards vesting during the year(a)
2,107,369

Change in fair value of prior years’ option awards vesting during the year(b)
1,289,567

Dividend equivalents paid upon stock awards vesting during the year
541,596
Total Additions to SCT Total Compensation, in dollars
23,242,911
CAP
27,485,198
(a)
Stock awards for all NEOs include annual grants of TSR PSUs and Cash Flow PSUs. The fair value of an unvested TSR PSU is calculated using a multifactor Monte Carlo model, and because total shareholder return is a market condition, projected achievement is embedded in the fair value. The fair value of an unvested Cash Flow PSU is equal to the average of the high and low market price of our Common Stock on the given date; we then multiply the fair value of a Cash Flow PSU by our projection, for accounting purposes, of the probable outcome of the Cash Flow Generation performance measure applicable to such PSUs, based on results to-date and forecast. The following grid summarizes the projected probable outcomes utilized to calculate the value of unvested Cash Flow PSUs at year-end for years prior to the end of the performance period for purposes of 2025 CAP:
Projected Payout of Unvested Cash Flow PSUs at Year-End
2025
2024
Cash Flow PSUs with 3-year Performance Period Ended 12/31/2025 75%
Cash Flow PSUs with 3-year Performance Period Ended 12/31/2026 200% 100%
Cash Flow PSUs with 3-year Performance Period Ended 12/31/2027 100%
Stock awards also includes (i) RSUs that vested for each of the NEOs in 2025; (ii) unvested RSUs that were granted to Ms. Hemmer, Mr. Morris and Mr. Reed in 2025; and (iii) unvested RSUs that were granted to Mr. Reed in 2023 and 2024. The fair value of an RSU is equal to the average of the high and low market price of our Common Stock on the given date.
(b)
Option award fair values are calculated using a Black-Scholes option pricing model.
       
Non-PEO NEO Average Total Compensation Amount $ 4,897,001 4,851,561 3,971,546 5,202,091 3,637,383
Non-PEO NEO Average Compensation Actually Paid Amount $ 6,742,958 6,672,509 6,550,505 4,823,249 10,803,402
Adjustment to Non-PEO NEO Compensation Footnote
(2)
To calculate 2025 CAP, we made specified adjustments to Total Compensation as reported in the SCT, as set forth below:
Adjustments to Non-CEO NEOs Average SCT Total Compensation to Calculate Average CAP:
2025
SCT Total Compensation
4,897,001
Deduction from SCT Total Compensation, in dollars

Grant date fair values of equity awards reported in the
“Stock Awards” and “Options Awards” columns in the SCT
3,291,935
Additions to SCT Total Compensation, in dollars:

Fair value of stock awards granted during the year, as of 12/31(a)
2,729,515

Fair value of option awards granted during the year, as of 12/31(b)
323,049

Change in fair value of prior years’ stock awards unvested at 12/31(a)
1,094,083

Change in fair value of prior years’ option awards unvested at 12/31(b)
55,677

Change in fair value of prior years’ stock awards vesting during the year(a)
544,624

Change in fair value of prior years’ option awards vesting during the year(b)
247,170

Dividend equivalents paid upon stock awards vesting during the year
143,774
Total Additions to SCT Total Compensation, in dollars
5,137,892
CAP
6,742,958
(a)
Stock awards for all NEOs include annual grants of TSR PSUs and Cash Flow PSUs. The fair value of an unvested TSR PSU is calculated using a multifactor Monte Carlo model, and because total shareholder return is a market condition, projected achievement is embedded in the fair value. The fair value of an unvested Cash Flow PSU is equal to the average of the high and low market price of our Common Stock on the given date; we then multiply the fair value of a Cash Flow PSU by our projection, for accounting purposes, of the probable outcome of the Cash Flow Generation performance measure applicable to such PSUs, based on results to-date and forecast. The following grid summarizes the projected probable outcomes utilized to calculate the value of unvested Cash Flow PSUs at year-end for years prior to the end of the performance period for purposes of 2025 CAP:
Projected Payout of Unvested Cash Flow PSUs at Year-End
2025
2024
Cash Flow PSUs with 3-year Performance Period Ended 12/31/2025 75%
Cash Flow PSUs with 3-year Performance Period Ended 12/31/2026 200% 100%
Cash Flow PSUs with 3-year Performance Period Ended 12/31/2027 100%
Stock awards also includes (i) RSUs that vested for each of the NEOs in 2025; (ii) unvested RSUs that were granted to Ms. Hemmer, Mr. Morris and Mr. Reed in 2025; and (iii) unvested RSUs that were granted to Mr. Reed in 2023 and 2024. The fair value of an RSU is equal to the average of the high and low market price of our Common Stock on the given date.
(b)
Option award fair values are calculated using a Black-Scholes option pricing model.
       
Compensation Actually Paid vs. Total Shareholder Return [MISSING IMAGE: bc_relationshippeer-pn.jpg]        
Compensation Actually Paid vs. Net Income [MISSING IMAGE: bc_relationshipnet-pn.jpg]        
Compensation Actually Paid vs. Company Selected Measure [MISSING IMAGE: bc_relationshipnet-pn.jpg]        
Total Shareholder Return Vs Peer Group [MISSING IMAGE: bc_relationshippeer-pn.jpg]        
Tabular List, Table
Tabular Disclosure of Most Important Measures to Determine 2025 CAP
The five items listed below represent the most important measures used to determine CAP for 2025 for all of our NEOs, as each measure and its impact on executive compensation is further described in our Compensation Discussion and Analysis.
Most Important Performance Measures
TSR Relative to the S&P 500
Cash Flow Generation
Operating EBITDA
Margin Performance Measure
Internal Revenue Growth
       
Total Shareholder Return Amount $ 202 182 160 137 144
Peer Group Total Shareholder Return Amount 196 186 156 132 140
Net Income (Loss) $ 2,708,000,000 $ 2,746,000,000 $ 2,304,000,000 $ 2,238,000,000 $ 1,816,000,000
Company Selected Measure Amount 7,438,000,000 6,472,000,000 5,892,000,000 5,475,000,000 4,961,000,000
PEO Name Mr. James C. Fish, Jr.        
Cash Flow Performance Stock Units Period Ended 2025   75.00%      
Cash Flow Performance Stock Units Period Ended 2026 200.00% 100.00%      
Cash Flow Performance Stock Units Period Ended 2027 100.00%        
Measure:: 1          
Pay vs Performance Disclosure          
Name TSR Relative to the S&P 500        
Measure:: 2          
Pay vs Performance Disclosure          
Name Cash Flow Generation        
Measure:: 3          
Pay vs Performance Disclosure          
Name Operating EBITDA        
Measure:: 4          
Pay vs Performance Disclosure          
Name Margin Performance Measure        
Measure:: 5          
Pay vs Performance Disclosure          
Name Internal Revenue Growth        
PEO | Aggregate Grant Date Fair Value of Equity Award Amounts Reported in Summary Compensation Table          
Pay vs Performance Disclosure          
Adjustment to Compensation, Amount $ (14,806,499)        
PEO | Equity Awards Adjustments, Excluding Value Reported in Compensation Table          
Pay vs Performance Disclosure          
Adjustment to Compensation, Amount 23,242,911        
PEO | Dividends or Other Earnings Paid on Equity Awards not Otherwise Reflected in Total Compensation for Covered Year          
Pay vs Performance Disclosure          
Adjustment to Compensation, Amount 541,596        
PEO | Equity Awards Adjustments Year End Fair Value of Stock Awards Granted During the Year [Member]          
Pay vs Performance Disclosure          
Adjustment to Compensation, Amount 11,505,068        
PEO | Equity Awards Adjustments Year End Fair Value of Option Awards Granted During the Year [Member]          
Pay vs Performance Disclosure          
Adjustment to Compensation, Amount 1,938,394        
PEO | Equity Awards Adjustments Change in Fair Value as of Year End of Unvested Stock Awards Granted in Prior Years [Member]          
Pay vs Performance Disclosure          
Adjustment to Compensation, Amount 5,569,737        
PEO | Equity Awards Adjustments Change in Fair Value as of Year End of Unvested Option Awards Granted in Prior Years [Member]          
Pay vs Performance Disclosure          
Adjustment to Compensation, Amount 291,180        
PEO | Equity Awards Adjustments Change in Fair Value Prior Years Stock Awards Vesting During Current Year [Member]          
Pay vs Performance Disclosure          
Adjustment to Compensation, Amount 2,107,369        
PEO | Equity Awards Adjustments Change in Fair Value Prior Years Option Awards Vesting During Current Year [Member]          
Pay vs Performance Disclosure          
Adjustment to Compensation, Amount 1,289,567        
Non-PEO NEO | Aggregate Grant Date Fair Value of Equity Award Amounts Reported in Summary Compensation Table          
Pay vs Performance Disclosure          
Adjustment to Compensation, Amount (3,291,935)        
Non-PEO NEO | Equity Awards Adjustments, Excluding Value Reported in Compensation Table          
Pay vs Performance Disclosure          
Adjustment to Compensation, Amount 5,137,892        
Non-PEO NEO | Dividends or Other Earnings Paid on Equity Awards not Otherwise Reflected in Total Compensation for Covered Year          
Pay vs Performance Disclosure          
Adjustment to Compensation, Amount 143,774        
Non-PEO NEO | Equity Awards Adjustments Year End Fair Value of Stock Awards Granted During the Year [Member]          
Pay vs Performance Disclosure          
Adjustment to Compensation, Amount 2,729,515        
Non-PEO NEO | Equity Awards Adjustments Year End Fair Value of Option Awards Granted During the Year [Member]          
Pay vs Performance Disclosure          
Adjustment to Compensation, Amount 323,049        
Non-PEO NEO | Equity Awards Adjustments Change in Fair Value as of Year End of Unvested Stock Awards Granted in Prior Years [Member]          
Pay vs Performance Disclosure          
Adjustment to Compensation, Amount 1,094,083        
Non-PEO NEO | Equity Awards Adjustments Change in Fair Value as of Year End of Unvested Option Awards Granted in Prior Years [Member]          
Pay vs Performance Disclosure          
Adjustment to Compensation, Amount 55,677        
Non-PEO NEO | Equity Awards Adjustments Change in Fair Value Prior Years Stock Awards Vesting During Current Year [Member]          
Pay vs Performance Disclosure          
Adjustment to Compensation, Amount 544,624        
Non-PEO NEO | Equity Awards Adjustments Change in Fair Value Prior Years Option Awards Vesting During Current Year [Member]          
Pay vs Performance Disclosure          
Adjustment to Compensation, Amount $ 247,170