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Philip Boudreau

Executive Vice President, Finance and Chief Financial Officer at ABBOTT LABORATORIESABBOTT LABORATORIES
Executive

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

OrganizationRoleYearsStrategic Impact
AbbottExecutive Vice President, Finance and Chief Financial Officer2024–present Oversight of finance and disclosure; annual incentive tied to EPS, FCF, margins, and execution of regulatory/disclosure milestones
AbbottSenior Vice President, Finance and Chief Financial Officer2023–2024 Led CFO transition; compensation aligned to market-based, performance-driven plan
AbbottVice President, Controller2020–2023 Enterprise financial reporting and controls
Abbott Medical DevicesDivisional VP, Controller2017–2020 Division-level margin and cash metrics
Abbott Point of Care DiagnosticsDivisional VP, Controller & Commercial Support2012–2017 Commercial finance support in Diagnostics
Abbott (Diagnostics, Diabetes, Nutrition)Various finance positions1997–2012 Broad operating finance experience

Fixed Compensation

Component2024 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)

MetricWeightTargetActualPayout Contribution
Adjusted Sales10% $42.288B $42.294B 10.1%
Adjusted Diluted EPS20% $4.60 $4.67 27.0%
Free Cash Flow10% $5.3B $6.4B 15.0%
Gross Margin Profile10% 56.2% 56.2% 10.0%
Strategic: Regulatory & Disclosure Milestones12.5% Target not disclosed Achieved 12.5%
Strategic: Currency/Economic Risk Plans5.0% Target not disclosed Achieved 5.0%
Strategic: Implement Key Financial Systems7.5% Target not disclosed Achieved 7.5%
Strategic: Financial Return Metrics10.0% Target not disclosed Achieved 10.0%
Human Capital: Talent/Succession Targets15.0% Target not disclosed Achieved 15.0%
Total Goal Score112.1%

Long-Term Incentive (grant made Feb 2024 for performance through 2023)

ItemDetail
Award Value$5,386,700 (110% of CFO market value guideline)
Mix50% stock options; 50% performance restricted shares
Individual LTI Performance AssessmentSales/Market Share: +2; Margin: +2; Strategic Metrics: -2; Total +2 → 110% adjustment
Vesting Criterion for PRSAdjusted ROE target of 14%; vest one-third per year only if target is achieved; no partial/extra vesting
Company LTI Guideline SettingBased 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)

ItemAmount
Shares Beneficially Owned39,324
Stock Options Exercisable within 60 days124,583
Pledged SharesNone; pledging prohibited by policy
HedgingProhibited 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)

InstrumentQuantityExercise/Unit PriceExpiration/Value
Options29,020 $87.72 2/20/2030
Options25,613 $124.04 2/18/2031
Options16,625 (exerc.) + 8,313 (unexerc.) $117.58 2/17/2032
Options6,383 + 12,766 $106.24 2/16/2033
Options3,407 + 6,816 $103.18 8/31/2033
Options86,519 (unexerc.) $116.98 2/20/2034
Restricted Shares/Units1,783 ($201,675 MV) n/aAward 2/18/2022
Restricted Shares/Units3,236 ($366,024 MV) n/aAward 2/17/2023
Restricted Shares/Units1,747 ($197,603 MV) n/aAward 9/1/2023
Restricted Shares/Units23,024 ($2,604,245 MV) n/aAward 2/21/2024

Vesting Schedules and Potential Selling Pressure

Instrument2025 Vest2026 Vest2027 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 Shares2022 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)

ComponentAmount
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 FactorDetail
Ownership stake39,324 shares; plus options exercisable within 60 days: 124,583
Pledging/HedgingProhibited; none pledged by directors/executives
GuidelineEVP must hold 3× salary; retention until guideline met if below 50% after 3 years

Employment & Contracts

TermDisclosure
Employment contractNone for named officers
Change-in-control termExtended through Dec 31, 2026 (notice on Nov 12, 2024)
TriggerDouble-trigger; 3× salary+bonus; benefits continuation up to three years; “cut-back” if excise tax would reduce after-tax value
Good reasonSignificant adverse change in role/compensation/location (>35 miles), etc.
Clawback policyCommittee can recoup/forfeit/reduce incentives
Non-compete/Non-solicitNot 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 .