Ian Wilson
Executive Vice President, Strategic Development at AMCR
Executive
About Ian Wilson
Ian Wilson (age 67) serves as Executive Vice President, Strategy and Development at Amcor and has held this role since 2000, indicating 25 years of tenure and continuity in corporate strategy leadership . FY2025 performance context: net sales of $15,009 million (up 11% excluding currency), GAAP Net Income $511 million, adjusted EBIT $1,723 million (up 12% excluding currency), adjusted free cash flow $926 million, and adjusted EPS of $0.712, with cumulative TSR value of an initial $100 investment at $111.43 for FY2025 .
Past Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| Amcor plc | Executive VP, Strategy and Development | 2000–present | Not disclosed |
External Roles
- No external public company directorships or roles disclosed in executive officer biographies or the proxy .
Fixed Compensation
| Metric | FY2025 |
|---|---|
| Base Salary ($) | $992,571 |
| Target STI (% of Base) | 80% |
| STI % Actual | 48% |
| STI Cash Payment ($) | $505,256 |
| All Other Compensation ($) | $130,205 |
| Notes | Wilson paid in GBP; proxy used GBP=1.2936 USD for conversions |
Performance Compensation
Short-Term Incentive (STI) – Deferred Equity
| Item | FY2025 |
|---|---|
| Deferred Equity Award (USD) | $252,628 |
| Deferred Equity Award (No. of RSUs) | 27,532 |
| Vesting/Restriction | RSUs deferred for two years; FY2025 awards vest by Sep 1, 2026 |
Long-Term Incentive (LTI) – Performance Shares (PSUs)
| Grant Date | Target (#) | Unearned/Unvested at FY2025 End (#) | Market/Payout Value ($) | Vesting Conditions |
|---|---|---|---|---|
| 9/16/2024 | 65,900 | 131,800 | $1,211,242 | Adjusted EPS growth 10% p.a.; RoAFE ≥12%; upper quartile relative TSR |
| 9/15/2023 | Not disclosed in plan table | 167,100 | $1,535,649 | Adjusted EPS growth 10% p.a.; RoAFE ≥12%; upper quartile relative TSR |
Long-Term Incentive (LTI) – Options
| Grant Year | Options Exercisable (#) | Strike ($/share) | Expiration |
|---|---|---|---|
| 2025 | 188,100 | $11.12 | 9/16/2034 |
| 2024 | 236,600 | $9.35 | 9/15/2033 |
| 2022 | 76,225 | $12.40 | 10/31/2027 |
| 2021 | 129,354 | $11.21 | 10/31/2026 |
| 2020 | 793,724 | $9.81 | 10/31/2025 |
| Grant Type | Grant Date | Target (#) | Grant-Date Fair Value ($) |
|---|---|---|---|
| LTI Performance Shares | 9/16/2024 | 65,900 | $1,096,576 |
| LTI Options | 9/16/2024 | 94,050 | $344,223 |
FY2025 Equity and Option Activity
| Activity | Shares/Units | Value ($) |
|---|---|---|
| Options Exercised | 517,154 | $93,088 |
| Stock Awards Vested (Performance Shares/RSUs) | 68,833 | $777,080 |
Equity Ownership & Alignment
| Item | Value |
|---|---|
| Beneficial Ownership (shares) | 1,619,565 |
| Shares Outstanding (as of 9/8/2025) | 2,308,359,941 |
| Ownership % | <1% (company disclosure) |
| Shares acquirable within 60 days (options/RSUs/performance rights) | 999,303 |
| Unvested RSUs (STI Deferred Equity) | 28,081 (2025 awards) ; 10,809 (2024 awards; vested on Aug 28, 2025) |
| Unearned/Unvested PSUs | 131,800 (2025) ; 167,100 (2024) |
| Ownership Guidelines | 300% of base salary for CEO’s direct reports; to be achieved within five years; excludes options and unvested awards |
| Hedging/Pledging | Prohibited under equity award agreements and Insider Trading Policy; breach may result in cancellation/forfeiture |
Employment Terms
| Term | Detail |
|---|---|
| Employment Agreement | Employment Agreement between Amcor Limited and Ian Wilson dated May 22, 2014 (incorporated by reference) |
| Notice Period | 12 months contractual notice for NEOs other than CEO/CFO; settlement equals payment in lieu of notice (12 months base) |
| Termination Payment (without cause) | $998,952 (12 months’ base salary) as of June 30, 2025 |
| Change-in-Control | As of end FY2025, no single/double-trigger specified; Board retained discretion for pro-rated incentives/accelerations on termination in connection with a CIC; post-FY2025 adoption of Executive Change in Control Severance Plan providing severance upon qualifying termination |
| Retirement Provisions | Starting July 1, 2025, award documents provide pro rata vesting for options/PSUs/STI and full vesting for RSUs following qualifying retirement |
| Clawbacks | Compensation Recovery Policy (effective Oct 2, 2023) to recover erroneously awarded incentive comp after restatement; additional clawback for fraud, dishonesty, breaches, misstatements |
| Tax Gross-Ups | No excise tax reimbursement for CIC payments |
| Perquisites (FY2025) | $130,205 of non-monetary benefits; examples include healthcare, company car costs, tax advisory |
Investment Implications
- Alignment and at-risk pay: Wilson’s variable pay is tied to adjusted EPS, adjusted EBIT, adjusted free cash flow, and long-term gates including RoAFE and relative TSR; FY2025 STI outcome was 48% of base with deferred RSUs, consistent with performance-based philosophy .
- Upcoming vesting and supply: Deferred RSUs from FY2025 vest by Sep 1, 2026; significant unearned PSUs from 2024–2025 cycles and large pools of exercisable options could translate into future share deliveries or exercises, creating potential supply around vest/expiration events .
- Insider selling pressure signal: FY2025 saw a large option exercise (517,154 shares) with modest value realized ($93,088), indicating exercise activity near expirations/strike; monitor subsequent Form 4s and major vest dates for incremental selling pressure .
- Retention risk: Contractual 12-month notice and post-FY2025 CIC Plan benefits moderate near-term retention risk; strong share ownership and multi-year LTI performance hurdles further anchor alignment, with hedging/pledging prohibited and robust clawback protections .
- Governance safeguards: No repricing without shareholder approval, no single-trigger CIC vesting as of end FY2025, no excise tax gross-ups, and raised ownership guidelines (300% of salary for CEO direct reports) reinforce shareholder-friendly posture .