Gerald Blumenstock
About Gerald Blumenstock
Gerald M. Blumenstock, 56, is Executive Vice President, Research, Development & Engineering at Axcelis (ACLS), appointed June 12, 2023, leading product development, engineering and R&D with 30+ years in semiconductor capital equipment and technology leadership at Veeco and Advanced Energy; earlier senior roles at KLA, Cymer (ASML), FormFactor, and engineering posts at SVGL (ASML) and NASA . Company performance under his tenure includes revenue of $1.02B and EPS of $6.15 in 2024 (down ~10% YoY from 2023’s record $1.13B), with above-target PRSU achievement offsetting below-target cash incentives; Axcelis’ 2019–2024 TSR equated to $289.92 on a $100 initial investment, indicating strong shareholder value creation over the five-year period .
Past Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| Veeco Instruments | SVP & GM; Chief Marketing Officer | 2011–2020 | Led multiple product business groups; drove corporate rebrand |
| Advanced Energy Industries | VP & GM | 2020–2022 | Led product business groups |
| Self-employed | Management Consultant | 2022–2023 | Advised technology businesses |
| KLA; Cymer (ASML); FormFactor | Senior Director-level business roles | Not disclosed | Brought several new products to market |
| SVGL (ASML); NASA | Optics & Materials Engineer (early career) | Not disclosed | Foundational engineering roles |
External Roles
| Organization | Role | Years | Notes |
|---|---|---|---|
| — | — | — | No public-company board roles disclosed |
Fixed Compensation
| Metric | 2023 | 2024 |
|---|---|---|
| Base Salary ($) | $181,250 | $325,000 |
| Target Bonus (%) | 60% | 60% |
| Actual Cash Incentive Paid ($) | $219,473 | $132,990 |
| All Other Compensation ($) | $81,563 (incl. $75,000 sign-on relocation) | $11,231 |
Performance Compensation
2024 annual cash incentive (AMI) plan targeted revenue, operating profit (pre-incentive), and gross margin; company scored 68.2%, driving below-target payouts . 2024 PRSUs were tied to 10 operational goals (two weighted 25%, eight weighted 12.5%), all achieved, earning 150% of target; 50% vested in Feb 2025 and 50% will vest in Feb 2026 (service condition) .
| Component | Metric/Goal | Weight | Target | Actual | Payout | Vesting |
|---|---|---|---|---|---|---|
| Cash (AMI) | Revenue | 50% | Profit plan levels | $1,017.9M | 71.5% | 2024 payout Q1’25 |
| Cash (AMI) | Operating Profit (pre-incentive) | 25% | Profit plan levels | $223.4M | 60.2% | 2024 payout Q1’25 |
| Cash (AMI) | Gross Margin (pre-incentive) | 25% | Profit plan levels | 45.0% | 69.7% | 2024 payout Q1’25 |
| Equity (PRSUs) | 10 operational goals (quality, defects, uptime, targeted customer orders, market penetration, evaluation close & performance verification, advanced logic POs, tech feasibility, product upgrade releases, Japan PO/eval) | 25%×2; 12.5%×8 | Milestone achievement | All met | 150% overall | 50% Feb 2025; 50% Feb 2026 |
Equity Ownership & Alignment
| Item | Detail |
|---|---|
| Beneficial Ownership (as of Mar 17, 2025) | 2,128 shares owned; 712 shares acquirable within 60 days; total beneficial 2,840; <1% of class |
| Unvested Service RSUs (12/31/2024) | 5,986 units; market value $418,242 at $69.87/share |
| 2024 PRSUs (Target at 12/31/2024) | 2,849 units; market value $199,060 at $69.87/share; earned at 150% in Feb 2025 |
| 2024 Vesting Activity | 1,046 shares vested; $144,369 value realized (with tax withholding on some shares) |
| 2024 Grants (effective May 15) | Service RSUs: 2,849 shares, grant-date FV $321,766; PRSUs: target 2,849 (threshold 356; max 4,274), grant-date FV $321,766 |
| Options Outstanding | None; NEOs had no options outstanding at 12/31/2024 |
| Pledging/Hedging | None pledged; policies prohibit hedging and pledging by officers/directors |
| Ownership Guidelines | NEOs must hold the lesser of 16,250 shares or 1.5× base salary; 5-year compliance window; retain 50% of net shares until met (individual compliance not disclosed) |
Employment Terms
| Provision | Key Terms | Estimated Amounts (12/31/2024 scenario) |
|---|---|---|
| Executive Separation Pay Agreement | If terminated without cause after 1 year: 12 months base salary, 12 months COBRA premiums, $15,000 transition assistance; release required | Cash: $325,000; COBRA: $26,886; Transition: $15,000; Total: $366,886 |
| Change-of-Control (Double Trigger) | 1.5× multiple of base salary + annual bonus (and prorated AMI target); accelerated vesting valued per IRC §280G; no excise tax gross-up (reduction applied only if beneficial) | Cash: $975,000; Accelerated equity: $312,445; Total: $1,287,445 |
| Clawback | Dodd-Frank compliant 3-year restatement recovery; additional 12-month clawback for violations of company policy or agreements |
Compensation Structure Analysis
- Mix and performance sensitivity: 2024 pay mix emphasized equity and performance alignment—cash AMI paid at 68.2% due to under-plan revenue/profit/margins, but PRSUs earned at 150% on operational execution, balancing realized pay outcomes .
- Evolution from 2023: As a mid-2023 hire, Blumenstock received only service RSUs in 2023; in 2024 he moved to a 50/50 split between service RSUs and PRSUs, increasing at‑risk equity tied to operational milestones .
- Governance and pay practices: Peer benchmarking targets median levels; multi-year vesting; prohibition on repricing/cash buybacks of awards; robust clawback; prohibition on hedging/pledging, supporting shareholder-friendly alignment .
Compensation Peer Group (for benchmarking)
- 2023 peer group (12–14 companies including FormFactor, Onto Innovation, Veeco, Ultra Clean, Kulicke & Soffa, etc.) used for 2023 decisions; target compensation near median .
- 2024 update: Committee added Entegris, IPG Photonics, MKS Instruments, Novanta, OSI Systems and removed certain names; used for 2025 decisions .
Say-on-Pay & Shareholder Feedback
- Say-on-Pay approval: 93.8% (2024 meeting, on 2023 compensation) and 97.2% (2023 meeting, on 2022 compensation), indicating strong investor support for Axcelis’ compensation approach .
- Ongoing investor engagement and governance enhancements disclosed via ESG reports and updated policies .
Investment Implications
- Alignment and performance signals: Blumenstock’s 2024 PRSU overachievement (150%) on targeted operational goals underscores execution capability in engineering/product initiatives; combined with strong multi-year vesting, clawback controls, and prohibition of hedging/pledging, incentives are well-aligned with long-term value creation .
- Retention risk mitigants: Double-trigger change-of-control terms (1.5× cash multiple) and standard separation protections reduce near-term turnover risk while maintaining shareholder-friendly guardrails (no excise tax gross-up) .
- Ownership trajectory: With 2,128 shares owned and additional unvested equity, ongoing vesting and guideline requirements suggest continued equity accumulation; individual guideline compliance is not disclosed, but absence of pledging and structured vesting reduce forced-selling risk from margin pledges .
- 2024 pay outcomes: Below-target cash AMI (68.2%) due to cyclically softer industry year and under-plan metrics, offset by above-target PRSU achievement—investors should monitor 2025 operational goals and AMI metrics for sustained payout calibration amid revenue/margin normalization .
Note: All figures reflect disclosures in Axcelis’ 2024–2025 proxy/10‑K filings and are specific to the periods stated.