Vincent Wenos
AllegionAbout Vincent Wenos
Vincent M. Wenos, age 58, is Senior Vice President and Chief Technology Officer at Allegion (ALLE), a role he has held since June 2019 after leading Global Technology & Engineering and earlier engineering leadership roles at the company . During his tenure, Allegion’s 2024 results included net revenues of $3,772.2 million (+3.3% YoY), operating income of $780.7 million (+10.2% YoY), EPS of $6.82 (+11.4% YoY), and a 3‑year TSR of 10.06% (30th percentile), which drove a 92.06% corporate AIP score and a 117% PSU payout for the 2022–2024 cycle . Company policy prohibits hedging and pledging, and executive officers (including SVPs) are subject to ownership guidelines (SVPs: 2x salary) and clawback provisions, aligning incentives to performance and shareholder value creation .
Past Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| Allegion plc | SVP & Chief Technology Officer | 2019–present | Leads company’s technology function; preceded by global engineering leadership roles (role scope per disclosure) |
| Allegion plc | VP, Global Technology & Engineering | 2018–2019 | Global technology and engineering leadership (role scope per disclosure) |
| Allegion plc | VP, Americas Engineering; VP, Global Mechanical Products | 2016–2018 | Regional engineering and global mechanical products leadership (role scope per disclosure) |
External Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| Stanley Black & Decker, Inc. | Vice President, Global Product Development & Technology | Not disclosed | Senior product development and technology leadership at a global industrial company (role scope per disclosure) |
Fixed Compensation
- Individual base salary, target bonus, and perquisites for Mr. Wenos are not disclosed in ALLE’s public proxy filings as he is not a Named Executive Officer; the Compensation and Human Capital Committee sets executive pay relative to market medians and does not use fixed-term employment agreements .
Performance Compensation
Annual Incentive Plan (AIP) – 2024 Corporate Design and Results
| Metric | Threshold (in $mm) | Target (in $mm) | Maximum (in $mm) | Actual (in $mm) | Weighted Achievement | Notes |
|---|---|---|---|---|---|---|
| Adjusted Revenue | 3,651 | 3,794 | 3,984 | 3,734 | 26.32% | Corporate AIP financial score sums to 92.06% |
| Adjusted Operating Income | 793 | 857 | 943 | 842 | 29.45% | |
| Adjusted Available Cash Flow | 516 | 570 | 656 | 578 | 36.29% |
- Design: Corporate executives’ AIP is based on adjusted revenue, adjusted operating income, and adjusted available cash flow; regional leaders use a mix of corporate and regional metrics; individual performance modifier can adjust within bounds; a People, Environment and Safety Scorecard can downward‑adjust up to 3% .
Long‑Term Incentive (LTI) Structure and Recent PSU Payout
| Element | Portion of Grant | Vesting/Term | Performance Metrics |
|---|---|---|---|
| PSUs | 50% | 3‑year cliff vesting | 50% Adjusted EPS; 50% relative TSR vs S&P 400 (expanded to include S&P 500 Capital Goods starting 2024 grants) |
| Stock Options | 25% | Ratable over 3 years; 10‑year term | Stock price appreciation |
| RSUs | 25% | Ratable over 3 years | Retention and share price alignment |
| PSU (2022–2024) | Threshold | Target | Maximum | Actual/Rank | Metric Payout | Final Payout |
|---|---|---|---|---|---|---|
| Adjusted EPS (50%) | $6.02 | $6.74 | $7.72 | $7.47 | 174% | 117% overall |
| Relative TSR (50%) | 25th pct | 50th pct | ≥75th pct | 30th pct (10.1% TSR) | 60% |
Equity Ownership & Alignment
Company‑Level Alignment Policies
- Anti‑hedging and anti‑pledging: Directors and executive officers are prohibited from hedging or pledging Allegion securities; the company reports no pledged securities by directors or executive officers .
- Stock ownership guidelines: Executive officers reporting to the CEO (SVPs) must hold 2x base salary in Allegion stock; the CEO is 6x and the CFO is 3x; unvested PSUs do not count; compliance expected within 5 years (company noted all NEOs in compliance or on track as of April 2024) .
Mr. Wenos – Historical Insider Holdings and Awards
| As‑of Date | Direct Shares | RSUs/Options Detail | Transaction Notes |
|---|---|---|---|
| Apr 18, 2018 (Form 3) | 1,252 (incl. 160 held; 488 RSUs; 604 RSUs) | Stock options: 961 @ $71.835 (vest 2019–2020); 822 @ $86.93 (vest 2019–2021) | Initial beneficial ownership filed upon becoming officer |
| Dec 31, 2022 (Form 5) | 5,172 | — | Reported open‑market sale of 40 shares on Aug 22, 2022 at $104.25; administrative late Form 4 noted and cured via Form 5 |
- Shares pledged as collateral: Prohibited by policy (no pledging permitted) .
Employment Terms
- Change‑in‑Control (CIC) framework: Company CIC Plan provides double‑trigger severance upon a qualifying termination within 2 years of a CIC; cash severance equals multiple of base salary and target bonus (CEO 3.0x; other executive officers 1.5x), plus pro‑rated AIP for the year of termination; continued health benefits and outplacement; no tax gross‑ups (best‑of‑net provision) . Equity under CIC: options/RSUs vest if no adequate replacement award is provided; PSUs vest pro‑rata at target for time served .
- Clawbacks: Dodd‑Frank/NYSE‑compliant recoupment for restatements and an enhanced discretionary clawback (including time‑based awards) for fraud/intentional misconduct or termination for cause .
- No fixed‑term executive employment agreements and no option repricing without shareholder approval (governance practices) .
Performance Compensation Details (Program Context Applicable to Mr. Wenos as an Executive Officer)
| Program Component | Design Summary |
|---|---|
| AIP metrics and calibration | Corporate AIP: adjusted revenue, adjusted operating income, adjusted available cash flow; regional leaders use 45% corporate/55% regional mix; individual modifier with capped pool; PE&S Scorecard can reduce individual component . |
| LTI mix and vesting | PSUs (50%): 3‑year performance on adjusted EPS and relative TSR; Options (25%): 3‑year ratable vest, 10‑year term; RSUs (25%): 3‑year ratable vest . |
| Peer benchmarking and oversight | Compensation benchmarking peer group refreshed for 2024; independent consultant; say‑on‑pay support ~85% at 2024 AGM . |
Investment Implications
- Incentive alignment appears robust: AIP and PSU metrics (adjusted revenue/OI/ACF; adjusted EPS and relative TSR) produced a 92.06% corporate AIP score and 117% PSU payout for 2022–2024, tying realized pay to operating execution and market‑relative performance .
- Selling pressure and alignment risks look contained: Anti‑pledging/hedging policies reduce forced‑sale/hedging risks; historical insider activity for Mr. Wenos shows only a small sale of 40 shares in 2022 and direct ownership reported thereafter .
- Retention and succession considerations: Mr. Wenos has led Allegion’s technology function since 2019 with prior global engineering leadership roles at Allegion and Stanley Black & Decker, implying institutional knowledge and continuity in technology strategy; companywide long‑term equity mix supports retention for key executives .
- Governance safeguards: Strong clawbacks, prohibition of option repricing without shareholder approval, and no fixed‑term executive contracts mitigate shareholder‑unfriendly outcomes .
Appendix: AIP Regional Reference (2024)
| Region | Metric | Threshold (in $mm) | Target (in $mm) | Maximum (in $mm) | Actual (in $mm) | Weighted Achievement |
|---|---|---|---|---|---|---|
| Americas | Adjusted Revenue | 2,914 | 3,018 | 3,169 | 2,984 | 27.90% |
| Americas | Adjusted OI | 803 | 864 | 951 | 852 | 29.87% |
| Americas | OCF | 766 | 864 | 994 | 833 | 27.97% |
| International | Adjusted Revenue | 737 | 776 | 815 | 750 | 22.08% |
| International | Adjusted OI | 97 | 107 | 118 | 97 | 17.96% |
| International | OCF | 89 | 105 | 120 | 113 | 50.82% |
Note: Company AIP and LTI metrics may reflect pre‑established adjustments to better align with management line‑of‑sight and exclude unusual/non‑recurring items per CD&A .