Ander Krupa
Executive Vice President, General Counsel, Corporate Secretary and Chief Compliance Officer at 
ALBEMARLE
ALBEMARLEExecutive
About Ander Krupa
Executive Vice President, General Counsel, Corporate Secretary and Chief Compliance Officer at Albemarle. Promoted on July 30, 2025; joined Albemarle in May 2017 as VP, Deputy General Counsel and Assistant Corporate Secretary, with prior roles at BWX Technologies, The Babcock & Wilcox Company, and Greenberg Traurig LLP; JD (Georgia State University College of Law) and BA (University of Georgia) . Company performance context during his tenure includes 2024 net sales of $5.4B, cost/productivity program achieving >50% of $300–$400M target, and AIP results of 98% of Adjusted EBITDA target and 104% of Adjusted Cash Flow from Operations target; TSR lagged sector amid lithium price declines, despite structural cost actions .
Past Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| Albemarle | EVP, General Counsel, Corporate Secretary & Chief Compliance Officer | 2025– | Leads legal, ethics, risk, and compliance; signed major corporate agreements (e.g., Ketjen transaction docs) |
| Albemarle | VP, Deputy General Counsel & Assistant Corporate Secretary | 2017–2025 | Supported global business units, commercial activities, and M&A |
| BWX Technologies; The Babcock & Wilcox Company | Assistant General Counsel (Governance & Securities) | n/d | Governance, securities, corporate law in manufacturing |
| Greenberg Traurig LLP | Attorney, Corporate & Securities | n/d | Capital markets and corporate advisory experience |
External Roles
- No external public-company directorships or disclosed board roles identified as of promotion press release .
Fixed Compensation
- Individual base salary and target bonus for Krupa were not disclosed in the 2025 proxy (he was not a 2024 NEO). Albemarle’s executive program comprises base salary plus a performance-based Annual Incentive Plan (AIP); 2024 AIP weightings and outcomes are below .
| 2024 AIP Structure (Enterprise) | Threshold | Target | Superior |
|---|---|---|---|
| Adjusted EBITDA (45% weight) | 85% of target | 100% | 115% |
| Adjusted Cash Flow from Operations (30% weight) | 85% | 100% | 115% |
| Stewardship (10% weight: OSHA, Process Safety, Environmental) | 0% payout if below target | Target | 200% cap |
| Individual (15% weight) | 0–30% | 0–30% | 0–30% |
| 2024 Enterprise Results (after negative discretion) | EBITDA 98% | CFO 104% | Business score 89.9% |
| Citations: structure and ranges ; results . |
Performance Compensation
| Component | Design | Metrics/Weight | Vesting/Notes |
|---|---|---|---|
| AIP (Annual cash) | Company/individual performance | Adjusted EBITDA (45%), Adjusted CFO (30%), Stewardship (10%), Individual (15%) | One-year plan; negative discretion applied in 2024 to align with underlying performance . |
| Long-Term Incentive (LTI) | 50% PSUs, 25% RSUs, 25% Stock Options | PSUs: rTSR vs peer group (50%), Adjusted ROIC (50%) | Three-year cliff vesting; options 10-year term; PSU payout capped at 100% if absolute TSR negative . |
Performance context and outcomes used to calibrate incentives:
- 2024 AIP enterprise outcomes: Adjusted EBITDA 98% of target; Adjusted Cash Flow from Operations 104% of target; business score 89.9% after negative discretion .
- PSU (2022–2024) results: rTSR 0% payout; Adjusted ROIC 200% payout (22.03% vs 12.25% target) .
Equity Ownership & Alignment
| Policy/Practice | Detail |
|---|---|
| Executive stock ownership guidelines | CEO 6x salary; CFO 4x; Other Executive Officers 3x salary; 5-year compliance window . |
| Holding requirement | Must hold at least 50% of net shares vesting annually until guideline met . |
| Hedging/pledging | Prohibited for directors, officers, and employees; no margin or derivative transactions in ALB stock . |
| LTI vesting | PSUs/RSUs cliff vest after 3 years; options 10-year term . |
| Section 16 compliance | Company reports compliance for 2024 (no delinquent filings) . |
Note: Krupa’s individual beneficial ownership (direct/indirect) and unvested awards were not disclosed in the 2025 proxy’s NEO/Director ownership table (he was not a 2024 NEO) .
Employment Terms
Albemarle maintains an Executive Severance Plan (amended Oct 27, 2025). Participants designated under this plan are eligible for the following (Krupa’s specific participation is not disclosed; terms shown for designated executives):
| Scenario | Cash Severance | Bonus Treatment | Benefits/Other | Notes |
|---|---|---|---|---|
| Termination by Company without Cause prior to a Change in Control | Lump sum = 1.5x (annual base salary + target annual variable comp) paid within 30 days | Pro-rata AIP per plan; prior-year bonus per plan provisions | COBRA at employee cost level for 18 months; outplacement; financial counseling (up to $14,000 in year of termination) | Executive Severance Plan (amended Oct 27, 2025) . |
| Termination by Company without Cause or by executive for “Change in Control Good Reason” on/after Change in Control | Lump sum = Severance Multiple × (greater of pre-CIC or termination base salary + greater of pre-CIC or termination target bonus); Severance Multiple ≤2.0 and ≥1.0 | Accrued incentive comp; pro-rated target-year incentive per plan timing; individual modifier default 100% if not set | Company-paid COBRA up to 24 months; outplacement (up to $25,000); financial counseling (up to $12,500 per year for two years) | Awards’ treatment governed by award notices/plan documents (no single-trigger; follows plan terms) . |
| 280G excise | “Best-net” cutback (no gross-up) to avoid excess parachute payments if applicable . |
Clawbacks and governance protections:
- Broad clawback policies covering annual and long‑term incentives .
- Anti-hedging and anti-pledging policies (see above) .
Non-compete/solicit:
- Plan-level documents do not specify; award and employment agreements govern. CEO agreements include robust restrictive covenants (reference point; not directly applicable to Krupa) .
Performance & Track Record
| Area | Evidence |
|---|---|
| Legal governance and transaction execution | Signed Albemarle’s Ketjen Corporation transaction agreement documents as EVP/GC (Seller signature pages) . |
| Executive compensation governance context | Farient Advisors is the independent compensation consultant; strong pay-for-performance approach; negative discretion applied to 2024 AIP . |
| Company operating results & actions | 2024 net sales $5.4B; cost/productivity program >50% of $300–$400M target achieved; capex reduced by >$450M YoY . |
| Panel-level performance calibration | AIP outcomes (EBITDA 98%, CFO 104% post-discretion) and PSU 2022–2024 results (rTSR 0%, ROIC 200%) reflect market cycle/lithium price impacts and focus on capital efficiency . |
| Shareholder votes | 2025 Say‑on‑Pay results: For 54,878,236; Against 24,774,734; Abstain 128,698 . 2024 Say‑on‑Pay approval 85.9% . |
Compensation Structure Analysis
- Variable-heavy design with AIP and PSUs linked to profitability (Adjusted EBITDA), cash discipline (Adjusted CFO), safety/environmental stewardship, relative TSR and Adjusted ROIC; LTI three‑year cliff vesting aligns long-term outcomes and mitigates near-term volatility over-rewarding .
- Governance: robust clawbacks; anti‑hedging/pledging; ownership guidelines (3x salary for other executive officers) bolster alignment. Negative discretion applied in 2024 demonstrates committee oversight .
- CIC economics: plan provides 1.0–2.0x multiple post‑CIC (less than CEO’s 3.0x CIC agreement), reducing windfall risk while supporting retention through change .
Equity Ownership & Pledging
- Individual ownership for Krupa not disclosed in proxy; insider trading policy prohibits hedging/pledging and limits trading to open windows or approved Rule 10b5‑1 plans, which helps mitigate forced‑selling pressure and misalignment risk .
Employment Terms
- If designated under Albemarle’s Executive Severance Plan, Krupa would have: 1.5x cash severance pre‑CIC; 1.0–2.0x post‑CIC with COBRA support and transition services; award treatment per plan/notice; best‑net 280G cutback; no excise tax gross‑up .
Investment Implications
- Alignment: Strong structures (ownership guidelines, anti‑pledging/hedging, PSU mix, ROIC/TSR metrics, 3‑year vesting, clawbacks) suggest high alignment of legal leadership incentives with shareholder value creation and risk stewardship—important for a resource‑cycle business facing regulatory and contractual complexity .
- Retention risk: CIC and severance protections (1.5x pre‑CIC; 1.0–2.0x post‑CIC for designated executives) are market‑standard to moderate, supporting continuity without excessive parachute risk; award treatment governed by plan reduces single‑trigger optics .
- Trading signals: Anti‑hedging/pledging and trading‑window controls lower forced‑selling pressure; no 2024 Section 16(a) delinquencies reported. Absence of disclosed insider sales data for Krupa in proxy limits read‑through on personal liquidity needs; monitor future Form 4s post‑promotion for flow and any 10b5‑1 plans .
- Execution: Krupa’s long internal tenure and M&A/corporate governance background, plus execution involvement on transactions (e.g., Ketjen), are positives for navigating regulatory approvals, JV contracts, and restructuring amid the lithium downcycle and Albemarle’s cost/capex resets .