Philip Boudreau
About Philip Boudreau
Philip P. Boudreau is Executive Vice President, Finance and Chief Financial Officer of Abbott, effective July 1, 2024; he previously served as Senior Vice President, Finance and CFO beginning September 1, 2023, and joined Abbott in 1997 with finance leadership roles across Diagnostics, Diabetes, Nutrition, and Medical Devices . Company performance that informs his incentive design includes TSR at the 58th percentile (1-year) and 68th percentile (5-year) versus the peer group, and 2024 results used in his bonus—Adjusted Sales $42.294B, Adjusted Diluted EPS $4.67, and Free Cash Flow $6.4B .
Past Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| Abbott | Executive Vice President, Finance and Chief Financial Officer | 2024–present | Oversight of finance and disclosure; annual incentive tied to EPS, FCF, margins, and execution of regulatory/disclosure milestones |
| Abbott | Senior Vice President, Finance and Chief Financial Officer | 2023–2024 | Led CFO transition; compensation aligned to market-based, performance-driven plan |
| Abbott | Vice President, Controller | 2020–2023 | Enterprise financial reporting and controls |
| Abbott Medical Devices | Divisional VP, Controller | 2017–2020 | Division-level margin and cash metrics |
| Abbott Point of Care Diagnostics | Divisional VP, Controller & Commercial Support | 2012–2017 | Commercial finance support in Diagnostics |
| Abbott (Diagnostics, Diabetes, Nutrition) | Various finance positions | 1997–2012 | Broad operating finance experience |
Fixed Compensation
| Component | 2024 Detail |
|---|---|
| Base Salary | $950,000 (increased March 2024) |
| Target Bonus % | 115% of base salary (raised in 2024 with promotion) |
| Actual Bonus Paid | $1,224,700 (Total goal score 112.1%; paid Feb 2025) |
Performance Compensation
Annual Incentive (2024)
| Metric | Weight | Target | Actual | Payout Contribution |
|---|---|---|---|---|
| Adjusted Sales | 10% | $42.288B | $42.294B | 10.1% |
| Adjusted Diluted EPS | 20% | $4.60 | $4.67 | 27.0% |
| Free Cash Flow | 10% | $5.3B | $6.4B | 15.0% |
| Gross Margin Profile | 10% | 56.2% | 56.2% | 10.0% |
| Strategic: Regulatory & Disclosure Milestones | 12.5% | Target not disclosed | Achieved | 12.5% |
| Strategic: Currency/Economic Risk Plans | 5.0% | Target not disclosed | Achieved | 5.0% |
| Strategic: Implement Key Financial Systems | 7.5% | Target not disclosed | Achieved | 7.5% |
| Strategic: Financial Return Metrics | 10.0% | Target not disclosed | Achieved | 10.0% |
| Human Capital: Talent/Succession Targets | 15.0% | Target not disclosed | Achieved | 15.0% |
| Total Goal Score | — | — | — | 112.1% |
Long-Term Incentive (grant made Feb 2024 for performance through 2023)
| Item | Detail |
|---|---|
| Award Value | $5,386,700 (110% of CFO market value guideline) |
| Mix | 50% stock options; 50% performance restricted shares |
| Individual LTI Performance Assessment | Sales/Market Share: +2; Margin: +2; Strategic Metrics: -2; Total +2 → 110% adjustment |
| Vesting Criterion for PRS | Adjusted ROE target of 14%; vest one-third per year only if target is achieved; no partial/extra vesting |
| Company LTI Guideline Setting | Based on 1-, 3-, 5-year relative TSR versus peers; 2024 guidelines set at 50th percentile; Abbott 1-year TSR 74th percentile and 5-year 63rd percentile inputs to award-year framework |
Equity Ownership & Alignment
Beneficial Ownership and Exercisable Options (as of Jan 31, 2025)
| Item | Amount |
|---|---|
| Shares Beneficially Owned | 39,324 |
| Stock Options Exercisable within 60 days | 124,583 |
| Pledged Shares | None; pledging prohibited by policy |
| Hedging | Prohibited for officers/directors |
Stock Ownership Guidelines
- Executive Vice Presidents: 3× base salary; if <50% of guideline after 3 years in role, must retain 50% of future equity awards until met .
Outstanding Equity Awards at FY-end 2024 (selected CFO entries)
| Instrument | Quantity | Exercise/Unit Price | Expiration/Value |
|---|---|---|---|
| Options | 29,020 | $87.72 | 2/20/2030 |
| Options | 25,613 | $124.04 | 2/18/2031 |
| Options | 16,625 (exerc.) + 8,313 (unexerc.) | $117.58 | 2/17/2032 |
| Options | 6,383 + 12,766 | $106.24 | 2/16/2033 |
| Options | 3,407 + 6,816 | $103.18 | 8/31/2033 |
| Options | 86,519 (unexerc.) | $116.98 | 2/20/2034 |
| Restricted Shares/Units | 1,783 ($201,675 MV) | n/a | Award 2/18/2022 |
| Restricted Shares/Units | 3,236 ($366,024 MV) | n/a | Award 2/17/2023 |
| Restricted Shares/Units | 1,747 ($197,603 MV) | n/a | Award 9/1/2023 |
| Restricted Shares/Units | 23,024 ($2,604,245 MV) | n/a | Award 2/21/2024 |
Vesting Schedules and Potential Selling Pressure
| Instrument | 2025 Vest | 2026 Vest | 2027 Vest |
|---|---|---|---|
| Options (2024 grant; total 86,519) | 28,839 on 2/21 | 28,840 on 2/21 | 28,840 on 2/21 |
| Options (2023 grant at $106.24; total unexerc. 12,766) | — | 6,383 on 2/17 | 6,383 on 2/17 |
| Options (2023 grant at $103.18; total unexerc. 6,816) | — | 3,408 on 9/1 | 3,408 on 9/1 |
| Options (2022 grant at $117.58; total unexerc. 8,313) | 8,313 on 2/18 (vested 2025) | — | — |
| Performance Restricted Shares | 2022 award vested 2/28/2025 upon ROE target achievement (max one-third/year) | 2023 award: half vested 2/28/2025 (per ROE target) | 2024 award: one-third vested 2/28/2025 (per ROE target) |
Employment Terms
- No employment contract; officers are covered by change-in-control agreements renewed through December 31, 2026 via notice on November 12, 2024 .
- Double-trigger change-in-control: if terminated without cause or resigns for good reason within two years after change in control, lump sum equals 3× annual salary + bonus (higher of target or average prior 3 years), plus unpaid/prorated bonuses, up to three years of benefits and pension accruals; excise tax “cut-back” applies if beneficial .
- Clawbacks: Compensation Committee can seek recoupment, forfeit, or reduce awards; hedging/pledging prohibited; no tax gross-ups under executive pay program .
- Share ownership and retention guidelines enforced; restriction on hedging/pledging reiterated .
Change-in-Control Economics (as of 12/31/2024)
| Component | Amount |
|---|---|
| Cash Termination Payments | $7,352,200 |
| Additional Supplemental Pension Benefits | $2,548,568 |
| Welfare and Fringe Benefits | $116,822 |
| If awards not assumed: Unvested Options (shares/value) | 114,414 / $155,385 |
| If awards not assumed: Restricted Shares (shares/value) | 29,790 / $3,369,547 |
Compensation Structure Analysis
- Cash vs. equity mix: 2024 SEC total $8.23M comprised of salary $0.88M, stock awards $2.69M, option awards $2.69M, annual incentive $1.22M, with pension change $0.66M and other comp $0.07M—consistent with Abbott’s performance-weighted, market-based design .
- Incentive rigor: Annual metrics include EPS, sales, FCF, margin and specific strategic controls; payouts capped and formula-driven; LTI uses both options (share price appreciation) and performance restricted shares (absolute ROE gate) .
- Peer benchmarking: LTI guidelines set relative to peer-group TSR; 2024 guidelines aligned at the 50th percentile, with individual performance adjustments yielding differentiation (Boudreau: 110%) .
- Say-on-pay support indicates alignment: 5-year average 91% approval .
Equity Ownership & Alignment
| Alignment Factor | Detail |
|---|---|
| Ownership stake | 39,324 shares; plus options exercisable within 60 days: 124,583 |
| Pledging/Hedging | Prohibited; none pledged by directors/executives |
| Guideline | EVP must hold 3× salary; retention until guideline met if below 50% after 3 years |
Employment & Contracts
| Term | Disclosure |
|---|---|
| Employment contract | None for named officers |
| Change-in-control term | Extended through Dec 31, 2026 (notice on Nov 12, 2024) |
| Trigger | Double-trigger; 3× salary+bonus; benefits continuation up to three years; “cut-back” if excise tax would reduce after-tax value |
| Good reason | Significant adverse change in role/compensation/location (>35 miles), etc. |
| Clawback policy | Committee can recoup/forfeit/reduce incentives |
| Non-compete/Non-solicit | Not specifically disclosed; Abbott does not use employment contracts for NEOs |
Performance & Track Record
- Company TSR: 58th percentile (1-year) and 68th percentile (5-year) vs peers .
- 2024 performance inputs to CFO bonus: Adjusted Sales $42.294B; Adjusted Diluted EPS $4.67; FCF $6.4B; Gross Margin Profile 56.2% .
- Strategic execution: Achieved regulatory/disclosure milestones, currency risk plans, key financial systems, and financial return metrics; human capital targets achieved .
Compensation Peer Group
- Abbott’s multi-industry peer group covers Diagnostics, Medical Devices, Established Pharmaceuticals, and large consumer companies; LTI guidelines positioned by 1-, 3-, 5-year relative TSR; 2024 LTI guidelines set at the 50th percentile .
Say-on-Pay & Shareholder Feedback
- 5-year average Say-on-Pay support: 91%; Abbott engages shareholders representing over 60% of shares on compensation topics, governance, and succession .
Investment Implications
- Alignment: Strong pay-for-performance link—annual incentive tied to EPS, sales, FCF, margins; LTI split between options and ROE-gated PRS—suggests balanced risk/reward and multi-year performance orientation .
- Retention risk: Change-in-control agreements renewed through 2026 and double-trigger structure mitigate retention risk; no employment contract reduces guaranteed entitlements outside CIC scenarios .
- Selling pressure: Multiple option tranches vesting across 2025–2027 and PRS vesting contingent on ROE target achievement could create episodic liquidity events, though hedging/pledging are prohibited and share ownership guidelines encourage retention .
- Governance quality: Clawbacks, no tax gross-ups, robust ownership guidelines, and high Say-on-Pay support signal shareholder-friendly practices and reduce red-flag risk .