Henrik Ancher-Jensen
About Henrik Ancher-Jensen
Henrik Ancher-Jensen is Senior Vice President and President, Order Fulfillment & Supply Chain (OFS) at Agilent Technologies and is one of the company’s Named Executive Officers (NEOs) . His pay program is tightly linked to company performance via a short‑term plan funded primarily by adjusted operating margin and revenue, and a long‑term mix weighted to performance stock units tied to relative TSR and adjusted EPS . In FY2024, Agilent delivered a 26.9% TSR despite a 4.4% revenue decline and modest GAAP EPS growth, outcomes that flowed through to below‑target annual bonus funding (company PFR 56.6%) and sub‑/near‑target PSU payouts (TSR 56%, EPS 87%) .
Past Roles
| Organization | Role | Years | Strategic impact |
|---|---|---|---|
| Agilent Technologies | SVP, President Order Fulfillment & Supply Chain (NEO) | Not disclosed | Oversees global manufacturing/supply chain; key driver for productivity and cash flow KPIs used in incentives |
External Roles
- Not disclosed in the proxy statements reviewed.
Fixed Compensation
| Metric | FY2022 | FY2023 | FY2024 |
|---|---|---|---|
| Base Salary ($) | 604,962 | 673,385 | 683,885 |
| Target Annual Bonus (% of salary) | 80% (other NEOs) | 80% (other NEOs) | 80% |
| Actual Annual Bonus ($) | 676,693 | 240,040 | 292,555 |
Notes: FY2024 bonus funding reflected company Financial (PFR) payout of 56.6% plus KBI outcomes (Free Cash Flow objective paid 87.3%, Productivity 0.0%) .
Performance Compensation
Short‑Term Incentive (STI) – Design and FY2024 Results
| Component | Weight | Metrics | FY2024 Goal Attainment | FY2024 Payout Factor |
|---|---|---|---|---|
| Financial (company) | 75% (NEOs) | Adjusted Operating Margin % and Adjusted Revenue (matrix) | OM 96% of target; Revenue 94% of target | 56.6% |
| Key Business Initiatives (KBIs) | 25% (assigned NEOs) | Agilent Free Cash Flow; Agilent Productivity Improvement | FCF paid 87.3%; Productivity paid 0.0% | Weighted per assignments |
Payout matrix thresholds and slopes are pre‑set; no payouts if OM < 87% of plan .
Long‑Term Incentive (LTI) – Design and FY2024 Grants for Henrik
| LTI Vehicle | Weight | Metric | Vesting/Holding | FY2024 Target Grant (Henrik) |
|---|---|---|---|---|
| Performance Stock Units | 30% | Relative TSR vs S&P 500 Health Care & Materials | Cliff at 3 years; 1‑yr post‑vest hold | $750,000; 5,117 target shares |
| Performance Stock Units | 30% | Adjusted EPS (annual targets averaged over 3 yrs) | Cliff at 3 years | $750,000; 7,357 target shares |
| Stock Options | 20% | N/A | 25% per year over 4 years | $500,000; 14,010 options |
| Restricted Stock Units | 20% | Time‑based | 25% per year over 4 years; 1‑yr post‑vest hold | $2,250,000; 21,554 RSUs (includes retention RSUs) |
- One‑time retention RSU: $1,750,000 granted 12/1/2023, vests 1/3 at 12‑, 18‑, and 24‑month anniversaries; not eligible for retirement treatment .
LTI Performance Outcomes (awards granted earlier, paid/assessed in FY2024)
| Plan/Period | Comparator/Goal | Result | Payout |
|---|---|---|---|
| FY22–FY24 PSU (TSR) | Relative TSR vs S&P 500 Health Care & Materials | Agilent at ~35th percentile | 56% of target |
| FY22–FY24 PSU (EPS) | Adjusted EPS vs annual targets | 170%, 48%, 42% for FY22, FY23, FY24; average 87% | 87% of target |
Equity Ownership & Alignment
| Item | Detail |
|---|---|
| Beneficial Ownership | 65,578 shares (19,833 common + 45,745 deferred), <1% of shares outstanding |
| Unvested RSUs | 27,379 units, $3,567,757 market value at 10/31/2024 |
| Unearned PSUs (not vested) | 50,854 units, $6,626,783 market value at 10/31/2024 |
| Stock Options Outstanding | Multiple unvested option tranches; 14,010 options from 11/22/2023 grant unexercised as of 10/31/2024 |
| 2024 Vesting/Exercises | Options exercised: 11,703 shares ($317,571 value). RSUs vested: 5,008 shares ($578,680). PSUs vested: 10,012 shares ($1,117,439) |
| Hedging/Pledging | Hedging, short selling and pledging prohibited for directors and executive officers |
| Ownership Guidelines | Other executive officers: 3x salary or 40,000 shares; counts direct, deferred, and vested RSUs; all NEOs met or on track by FY2024 |
Implication: The 2024 option exercise and PSU/RSU deliveries indicate a recurring vesting cadence; however, policy bans pledging/hedging and requires meaningful long‑term holdings via post‑vest holding periods and ownership guidelines .
Employment Terms
| Provision | Terms |
|---|---|
| Change‑of‑Control (CoC) | Double‑trigger; CEO 3x, other NEOs 2x base+target bonus; $80,000 medical lump sum; full vesting of options/RSUs not subject to performance; pro‑rated PSU payout ≥ target or accrued; “best net” 280G cutback; no tax gross‑ups |
| CoC Estimated Benefits (Henrik, assuming 10/31/2024) | Cash: $2,466,000; Benefits: $80,000; Stock award acceleration: $3,567,757; Option acceleration: $180,929; Pension: $156,983; Total: $6,451,670 |
| Retirement Treatment (non‑CoC) | For eligible retirees (age ≥60 and age+service ≥75), awards continue to vest per schedule; PSU payout based on actual performance (pro‑rate if retire <12 months from grant). Only certain NEOs met eligibility at FY2024 (not including Henrik) |
| Clawback | Dodd‑Frank compliant clawback effective Oct 2, 2023; broader company policy remains for misconduct beyond restatements |
| Deferred Compensation | Participates in Agilent’s 2005 Deferred Compensation Plan; FY2024 year‑end balance $6,081,297; FY2024 aggregate earnings $1,299,674 |
| Pension | U.S. Retirement Plan (frozen): PV $99,455; Supplemental Benefit Plan: PV $57,528; Total $156,983 |
Compensation Structure Analysis
- Strong pay‑for‑performance architecture: 90%+ of NEO pay at risk; STI driven by adjusted OM and revenue, with KBIs tied to FCF and productivity; LTI weighted 60% to PSUs (equally TSR and adjusted EPS) .
- FY2024 outcomes tracked tougher macro: Company PFR paid 56.6% on OM 96% and revenue 94% of plan; KBIs mixed (FCF 87.3%, Productivity 0%); PSU cycles paid 56% (TSR) and 87% (EPS) reflecting performance vs peers and multi‑year EPS .
- Retention risk addressed: One‑time retention RSU of $1.75M for Henrik (time‑based, 2‑yr vest, no retirement treatment), signaling the committee’s focus on team stability through transition and market competition for talent .
Company Performance & Governance Context
- FY2024 performance: Revenue $6.5B (‑4.4% YoY), GAAP diluted EPS $4.43 (+5.7%), Operating margin 22.9% (+15.7% YoY); Agilent TSR +26.9% vs S&P 500 TSR +38.0% .
- Say‑on‑Pay support: 89% approval in 2024; continued investor outreach maintained program stability into FY2025 .
- Governance: Anti‑hedging/pledging policies, robust ownership guidelines, recoupment policy, and double‑trigger CoC without gross‑ups .
Investment Implications
- Alignment: Henrik’s pay mix (high at‑risk, heavy PSU weighting) and holding requirements, plus explicit bans on hedging/pledging, promote alignment and discourage short‑termism .
- Vesting cadence and potential selling pressure: FY2024 saw option exercises (11.7K shares) and vesting from PSUs/RSUs (~15K shares), consistent with planned cadence; monitor upcoming PSU cycles (FY23–FY25 and FY24–FY26) and the 2‑year retention RSU schedule for incremental supply over the next 12–18 months .
- Retention risk moderated: The targeted $1.75M retention RSU (no retirement acceleration) plus continued LTI eligibility help secure continuity in OFS leadership amid transition; however, zero payout on the 2024 productivity KBI underscores execution pressure on cost initiatives in Henrik’s remit .
- Downside/Upturn sensitivity: With STI keyed to margin and revenue, and PSUs to relative TSR/EPS, Henrik’s realizable pay should compress in downturns (as in FY2023/24 STI and TSR PSU) and re‑lever in recoveries—an overall investor‑friendly construct .