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Jason W. Vasquez

Vice President – Sales & Marketing, U.S. Service Centers at APPLIED INDUSTRIAL TECHNOLOGIESAPPLIED INDUSTRIAL TECHNOLOGIES
Executive

About Jason W. Vasquez

Jason W. Vasquez is Vice President – Sales & Marketing, U.S. Service Centers at Applied Industrial Technologies (AIT), a role he has held since June 2017; his age was 48 as disclosed in the FY2024 10-K executive officer roster . AIT delivered record FY2025 performance with net sales of $4.6B, net income of $393.0M, adjusted EBITDA for incentives of $562.1M, cash from operations of $492.4M, and five-year TSR value of $394 on an initial $100 investment—providing strong backdrop for pay-for-performance alignment across NEOs, including Vasquez . Company incentive frameworks linked to Net Income, Working Capital efficiency, EBITDA, and ROA drove FY2025 annual bonus outcomes around target (avg. 106.2% of target for NEOs) and PSU bankings near target (101.4% for the 2025–2027 cycle’s first year) .

Past Roles

OrganizationRoleYearsStrategic impact
Applied Industrial TechnologiesVice President – Sales & Marketing, U.S. Service CentersJun 2017 – presentLeadership of U.S. Service Centers commercial strategy as per title disclosure

External Roles

OrganizationRoleYearsNotes
None disclosed in AIT’s 10-K/DEF 14A filings for Vasquez

Fixed Compensation

MetricFY2023FY2024FY2025
Base Salary ($)350,000 385,000 404,231 (reflects temporary H1 FY25 salary action; AIT notes a 10.4% annualized increase for Vasquez later in FY25)
Target Bonus % of Salary60% (set in FY2023) 60% 60%
Target Bonus ($)231,000 255,000
Actual Annual Incentive Paid ($)332,388 237,098 269,739

Performance Compensation

Plan/MetricWeightingFY2025 TargetFY2025 Actual/AchievementFY2025 Payout
Management Incentive Plan – Net Income60%$385.4M $389.8M (adjusted) 105.8% of prorated component
Management Incentive Plan – Avg Working Capital % of Sales20%25.9% 25.6% (adjusted) 111.5% of prorated component
Individual Performance Component (Vasquez)20%Committee discretionApproved$51,000 cash
PSU Program (2025–2027) – EBITDA75%$560.4M (100% level) $550.9M (adjusted) 95.7% for 2025 tranche
PSU Program (2025–2027) – ROA25%13.0% (100% level) 13.6% 118.2% for 2025 tranche
PSU Banked – 2025–2027 (Year 1)100%101.4% of target shares banked
PSU Banked – 2024–2026 (Year 2)100%70.2% of target shares banked
PSU Banked – 2023–2025 (Year 3)100%109.2% of target shares banked

Equity Awards and Vesting

Award TypeGrant DateQuantity/TermsVestingPricing/Value
RSUs (FY2025 LTI)08/13/2024548 units 3-year cliff (vests 08/13/2027) Grant-date FV included in $108,192 stock awards
PSUs (FY2025–2027)08/13/2024Target 1,122; Max 2,244 3-year; annually “banked” vs EBITDA/ROA; payout 0–200% Banked 2025 at 101.4% (cycle-level)
SARs (FY2025 LTI)08/13/20241,796 SARs; 10-year term 25% per year over 4 years (first tranche 08/13/2025) $197.43 exercise price

Outstanding and vesting as of 6/30/2025 (RSUs/PSUs/SARs):

  • RSUs: 900 units (vested 08/09/2025) $209,205 MV; 743 units (vest 08/08/2026) $172,710 MV; 548 units (vest 08/13/2027) $127,383 MV (values based on 6/30/2025 close) .
  • PSUs: 2,797 units for 2023–2025 $650,163 payout value; 1,359 units for 2024–2026 $315,900 MV; 1,127 units for 2025–2027 $261,971 MV (values based on 6/30/2025 close; amounts include banked and targeted elements as disclosed) .
  • SARs (exercisable/unexercisable; strike/expiry): 15,400 @ $53.87 exp 08/13/2029; 2,025/675 @ $88.79 exp 08/10/2031; 1,300/1,300 @ $103.92 exp 08/09/2032; 583/1,748 @ $142.92 exp 08/08/2033; 0/1,796 @ $197.43 exp 08/13/2034 .

Realized equity activity:

  • FY2025: Exercised 10,000 SARs ($1,914,500 value realized); 6,459 shares vested from RSUs/PSUs ($1,501,395) .
  • FY2024: Exercised 9,300 SARs ($921,444 value realized); no stock awards vested in 2024 for Vasquez .

Equity Ownership & Alignment

ItemValue
Beneficial ownership (08/25/2025)35,721 shares; includes 21,665 shares acquirable via vested options/SARs within 60 days
Shares outstanding (Record Date for 2025 proxy)37,751,071 shares
Ownership as % of shares outstanding≈0.09% (35,721 / 37,751,071; inputs cited)
Stock ownership guideline3x base salary for executive officers
Vasquez “owned” holdings vs guideline (as of 06/30/2025)$4,649,747 owned value vs $1,155,000 guideline (meets/exceeds)
Hedging/pledgingProhibited under Insider Trading Policy

Employment Terms

ProvisionTerms disclosed
Employment agreementNone disclosed for Vasquez; AIT has no formal severance for NEOs other than CEO; Board retains discretion outside CIC
Change-in-control (CIC) agreementCompany CIC agreements exist with CEO, CFO, CHRO; not with Vasquez
CIC vesting economics (plan-level)If an executive has qualifying CIC separation, unvested SARs become exercisable; RSUs vest; PSUs pay at target pro rata (terms apply to officers with CIC coverage)
Death/Disability benefits (Vasquez)PSUs $935,379; SARs $248,413; RSUs $366,806; KERP $31,773; Life insurance $300,000; total $1,882,371 (death) / $1,582,371 (disability, excluding life insurance)
ClawbacksRobust clawback and mandatory recovery policies aligned with SOX/Dodd-Frank/NYSE
Deferred comp (KERP) FY2025Company credit $31,773; year-end balance $117,545
PerquisitesMinimal; life insurance $766 and other perqs $58 in FY2025 (no tax gross-ups)

Say‑on‑Pay, Peer Group, and Committee Practices

  • Say‑on‑Pay support: 96% approval in 2025; 97% in 2024—indicating strong shareholder endorsement of pay design/outcomes .
  • Compensation consultant: Pay Governance serves as independent advisor to the Compensation Committee .
  • Peer group targeting: Total target pay positioned near median of distribution peers; 2025 peer group list provided in proxy (18 companies) .
  • Best practices: Double‑trigger CIC, no option/SAR repricing, no hedging/pledging, significant ownership guidelines, and clawbacks .

Performance & Track Record Context

MeasureFY2024FY2025
Net Sales ($B)4.5 4.6
Net Income ($M)385.8 393.0
Adjusted EBITDA for incentive programs ($M)553.3 562.1
Avg Working Capital % Sales25.9% 26.1% (25.6% adjusted for incentives)
ROA13.6% 13.0% (13.6% adjusted for incentives)
TSR – value of $100$326.62 (2024) $394.04 (2025)

Compensation Structure Analysis

  • Mix and risk: Roughly half of long‑term incentives in PSUs (EBITDA/ROA), with balance in SARs and RSUs—aligns outcomes to operating performance and share price; no repricing and multi‑year vesting reduces risk of short‑termism .
  • FY2025 salary action: Unlike other NEOs who had temporary H1 salary reductions, Vasquez held flat H1 and received a 10.4% annualized increase later in FY2025 based on performance—supportive of retention/market alignment .
  • Pay outcomes vs goals: FY2025 MIP paid at 106.2% on average; PSUs banked near target (101.4% 2025–2027 year 1); both tie to Net Income/Working Capital and EBITDA/ROA, showing coherent linkage to financial delivery .

Risk Indicators & Red Flags

  • Hedging/pledging prohibited; no excise tax gross-ups; no SAR/option repricing—reduces governance risk .
  • Insider selling pressure: Material SAR exercises around vest dates (9,300 in FY2024; 10,000 in FY2025) and sizable vesting values ($0 in FY2024; $1.50M in FY2025) may create periodic selling pressure windows, though such activity follows plan design and blackout policies .
  • Related party transactions: None disclosed for Vasquez; the only related-party disclosure in recent proxies relates to another executive’s legacy leases .

Investment Implications

  • Alignment: Vasquez’s pay is heavily at-risk with objective financial metrics (Net Income, Working Capital, EBITDA, ROA), and he exceeds stringent stock ownership guidelines—strong shareholder alignment signals .
  • Retention and supply of stock: Multi‑year cliff and ratable vesting plus recurring PSU/SAR cycles support retention; recurring SAR exercises around anniversaries may add episodic supply; monitor Form 4s around August each year .
  • Performance linkage: With AIT delivering record FY2025 results and consistent TSR growth, incentive calibrations appear balanced (FY2025 MIP ~106% and PSUs ~101% banked), suggesting measured upside/downside sensitivity to operating conditions .