Rene Jacobsen
ABM INDUSTRIES INC /DE/About Rene Jacobsen
Executive Vice President and Chief Operating Officer of ABM since November 2020; age 63 as of December 19, 2024, with more than 30 years of global experience leading large, complex service organizations in facility services, including prior COO of Temco Service Industries . Under ABM’s 2024 performance, revenue grew 3.2% to $8.4B with adjusted EBITDA of $498.1M and adjusted EBITDA margin of 6.2% . Long-term incentives for 2022–2024 paid at 61% of target after a TSR modifier reflecting 48th percentile relative TSR; ABM’s Pay vs Performance disclosure shows a $100 investment in ABM growing to $160.78 over 2021–2024 . In 2024, Jacobsen’s annual cash incentive paid 136.2% of target on strong financial, safety, and personal objective achievement .
Past Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| ABM Industries | EVP & Chief Operating Officer | Nov 2020 – Present | Leads operations for all business segments, including Technical Solutions . |
| ABM Industries | EVP & Chief Facilities Services Officer (co-principal operating officer) | Oct 2019 – Nov 2020 | Drove operational efficiencies/productivity across B&I, Aviation, Education, and Tech & Manufacturing segments . |
| ABM Industries | President, Business & Industry Group | Feb 2016 – Oct 2019 | Led ABM’s largest operating segment . |
| ABM Industries | EVP, West Region | Apr 2012 – Feb 2016 | Regional leadership following joining ABM in 2012 . |
| Temco Service Industries | EVP & Chief Operating Officer | Nov 2007 – Apr 2012 | Senior operations leadership prior to joining ABM . |
External Roles
No current public company directorships disclosed for Jacobsen in ABM’s filings reviewed .
Fixed Compensation
| Component | 2023 | 2024 |
|---|---|---|
| Base Salary ($) | $700,000 | $700,000 |
| Target Bonus (% of Salary) | 125% | 125% |
| Max Bonus (% of Salary) | 250% | 250% |
| CIP Target ($) | $875,000 | $875,000 |
| CIP Actual Payout ($) | $858,156 | $1,192,103 |
| All Other Compensation ($) | $24,560 | $26,160 |
| Total Compensation ($) | $3,682,774 | $5,518,070 |
Performance Compensation
Annual Cash Incentive Program (CIP) – FY2024 Detail
| Metric | Weight | Funding Level | Weighted Funding | Target ($) | Payout ($) |
|---|---|---|---|---|---|
| Financial Objectives | 70% | 120.6% | 84.4% | $612,500 | $738,853 |
| Safety Objectives | 10% | 118.0% | 11.8% | $87,500 | $103,250 |
| Personal Objectives | 20% | 200.0% | 40.0% | $175,000 | $350,000 |
| Total | 100% | — | 136.2% | $875,000 | $1,192,103 |
- Program design and weightings are CEO/NEO-standard with focus on revenue growth, profitability and safety; payouts from 0%–200% of target .
Long-Term Incentives (LTI)
2024 Grants (Grant Date: January 9, 2024)
| Award | Shares/Target | Grant-Date Value per Share ($) | Grant-Date Fair Value ($) | Vesting/Notes |
|---|---|---|---|---|
| 2024–2026 TSR‑Modified Performance Shares (PS) | 28,477 | 44.24 | 1,259,822 | Earned on FY24–FY26 metrics (75% M&A Adjusted EBITDA, 25% Adjusted Revenue) with TSR modifier 80%–120%; vests after 3 years if earned . |
| 2024 Annual RSU | 19,938 | 42.13 | 839,988 | Vests ratably 1/3 per year over 3 years . |
| One‑Time Special RSU (Retention) | 35,604 | 42.13 | 1,499,997 | Vests 100% on the second anniversary of grant (retention award) . |
2022–2024 Performance Share Outcome (certified Jan 2025)
| Item | Value |
|---|---|
| TSR Percentile vs S&P 1500 Commercial Services & Supplies | 48th percentile; TSR modifier 98% |
| Weighted payout on financial metrics (3-year avg) | 62% |
| Final payout of 2022–2024 PS | 61% of target |
| Jacobsen PS Target vs Earned (shares) | 35,721 target; 21,802 earned |
LTI Program Structure and Metrics
- For 2024 awards, 60% PS (financial metrics plus TSR modifier) and 40% time-based RSUs; PS metrics defined and reconciled (M&A Adjusted EBITDA and Adjusted Revenue) .
Equity Ownership & Alignment
Beneficial Ownership and Guidelines
| Item | Detail |
|---|---|
| Beneficially Owned Shares | 27,250 shares (as of Feb 1, 2025) |
| Shares Outstanding Reference | 62,213,237 shares outstanding (as of Feb 1, 2025) |
| Ownership as % of Outstanding | ~0.04% (27,250 / 62,213,237; derived from filings) |
| RSUs not included in 60‑day count | 70,557 RSUs excluded (not scheduled to vest within 60 days) |
| Stock Ownership Guidelines | EVPs required to hold stock equal to 3x base salary; all NEOs met or on track |
| Hedging/Pledging | Prohibited under ABM policy |
| Section 16 Compliance | One day late Form 4 in May 2024 due to administrative error; otherwise compliant |
Outstanding and Recently Vested Equity (as of Oct 31, 2024)
| Category | Grant Date | Unvested/Target (#) | Market/Value Basis | Notes |
|---|---|---|---|---|
| RSU | 1/7/2022 | 4,314 | $53.06/share | Standard 3‑year ratable vesting . |
| PS (2022–2024) Earned | 1/7/2022 | 35,593 earned/unvested at FY-end | $53.06/share | Vested after certification Jan 8, 2025 . |
| RSU | 1/10/2023 | 7,831 | $53.06/share | Ratable vesting . |
| PS (2023–2025) Target | 1/10/2023 | 32,320 | $53.06/share | Vests Jan 10, 2026, subject to performance . |
| RSU | 1/9/2024 | 20,124 | $53.06/share | Ratable vesting . |
| PS (2024–2026) Target | 1/9/2024 | 28,743 | $53.06/share | Vests Jan 9, 2027, subject to performance . |
| Special RSU (Retention) | 1/9/2024 | 35,936 | $53.06/share | 100% vests on second anniversary . |
| Shares Acquired on Vesting in FY2024 | — | 32,224 | $1,371,334 value realized | FY2024 vesting activity . |
- Nonqualified Deferred Compensation: Jacobsen deferred $134,816 in 2024; aggregate balance $575,927 at FY-end .
Insider selling pressure lens: Significant scheduled vesting over the next 24 months (2023–2025 PS target 32,320; 2024 RSU 20,124; 2024 Special RSU 35,936) could create sellable supply upon vesting, subject to trading windows and ownership guideline retention requirements .
Employment Terms
| Topic | Key Terms |
|---|---|
| Employment Agreement | Executive Employment Agreement dated January 1, 2018; at-will employment . |
| Severance (No CIC) | 2.0x base salary + target bonus; 18 months medical benefits; prorated bonus; 12-month non-compete and non-solicit . |
| Change-in-Control (CIC) | Double-trigger; 2.5x base salary + target bonus; lump-sum present value of 18 months benefits; accelerated vesting; no excise tax gross-up (modified cutback) . |
| Retirement Provisions | If retire at age 60+ with 10 years service, equity awards (granted ≥1 year before retirement) continue to vest on original schedule . |
| Estimated Payouts (No CIC) | Unpaid bonus $875,000; Severance $3,150,000; Benefits $27,768; Equity vesting $4,247,879; Total $8,300,647 (as of 10/31/2024 assumptions) . |
| Estimated Payouts (With CIC) | Unpaid bonus $875,000; Severance $3,150,000; Benefits $46,496; Equity vesting $8,747,530; Total $12,819,026 (as of 10/31/2024 assumptions) . |
Compensation Structure Notes (Alignment/Risk Controls)
- Pay mix emphasizes at-risk pay; 2024 program used short-term (CIP) plus LTI with 60% PS/40% RSU; PS metrics: 75% M&A Adjusted EBITDA and 25% Adjusted/Organic Revenue with TSR modifier 80%–120% .
- Governance features: clawback policy and enhanced forfeiture rights; no single-trigger CIC; no tax gross-ups; anti-hedging and anti-pledging; independent compensation consultant; ownership guidelines .
Performance & Track Record Indicators
- FY2024: revenue +3.2% to $8.4B; adjusted EBITDA $498.1M; adjusted EBITDA margin 6.2% .
- 2022–2024 PS Program: financial metrics earned 62% average; final payout 61% after TSR 48th percentile modifier .
- 2021–2023 PS Program: final payout 115% (TSR 55th percentile, 104% modifier) .
- Pay vs Performance: ABM TSR value of initial $100 = $160.78 (2021–2024); adjusted net income $226.4M in 2024 .
Compensation Committee & Peer Benchmarking
- Comparator group includes diversified business services and logistics/industrial peers (e.g., Cintas, Clean Harbors, Waste Connections, EMCOR, Iron Mountain); updated in 2023 to add Clean Harbors and Waste Connections and remove TrueBlue .
Risk Indicators & Red Flags Checklist
- Hedging/pledging prohibited; no tax gross-ups; no option repricing; double-trigger CIC only .
- Section 16 compliance: one-day late administrative Form 4 for dividend equivalents in May 2024 (broadly impacting multiple insiders) .
Investment Implications
- Alignment: High proportion of at-risk pay with PS metrics tied to EBITDA and revenue plus RTSR modifier supports pay-for-performance and shareholder alignment; ownership guidelines and anti-pledging reduce misalignment risk .
- Retention risk vs. selling pressure: Large unvested equity, including a 2024 special RSU (100% cliff vest on second anniversary), is a clear retention lever but could create incremental selling pressure around vest dates, moderated by retention/ownership holding requirements .
- Change-in-control economics: Double-trigger CIC with 2.5x cash multiple and full equity acceleration is market-consistent; no tax gross-ups reduce governance risk, though absolute CIC payout scale (~$12.8M scenario) is material .
- Execution: 2024 CIP payout at 136.2% and PS outcomes reflect solid near-term execution (notably strong personal objectives at 200%) but mixed multi-year financial performance (2022–2024 PS at 61%), suggesting balanced incentive outcomes and manageable payout risk into the next cycle .