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Joseph Liotine

Executive Vice President, Electrical Distribution Systems at AptivAptiv
Executive

About Joseph Liotine

Joseph T. Liotine is Executive Vice President and President, Electrical Distribution Systems (EDS) at Aptiv; he joined Aptiv on April 29, 2024 and was appointed to lead EDS in November 2024 . He previously served as CEO of Briggs & Stratton (appointed August 29, 2023) and before that spent nearly two decades at Whirlpool, including President & COO (effective September 1, 2021) . Liotine is 52 years old, holds an MBA from the University of Chicago Booth School of Business and a bachelor’s from Illinois State University . Company performance context during the most recent compensation cycles includes adjusted operating income of $2.4B and a 12.0% adjusted operating margin in 2024, with long-term PSU vesting for 2022–2024 at 63% of target driven by a 21st percentile relative TSR outcome over that period .

Past Roles

OrganizationRoleYearsStrategic impact
AptivPresident, Signal & Power SolutionsApr 2024–Nov 2024Leadership of S&PS segment; AIP weighting set 50% Total Aptiv/50% S&PS for 2024 plan design
AptivEVP & President, Electrical Distribution SystemsNov 2024–PresentLeads EDS ahead of planned separation; EDS Q3’25 net sales +12% YoY and adjusted operating income +54% YoY
Briggs & StrattonChief Executive OfficerAug 2023–early 2024 (reported exit within ~6 months)Brief CEO tenure; subsequent permanent CEO named July 31, 2024
Whirlpool CorporationPresident & Chief Operating OfficerEffective Sep 1, 2021Global operations leadership (KitchenAid SDA, global product dev/R&D/IT, sourcing)
Whirlpool CorporationEVP & President, North AmericaNov 2014–2021Led North America region; earlier roles in Canada ops, U.S. ops, marketing
Quaker Oats / PepsiCoVarious rolesPre-2004Early career in sales/procurement prior to Whirlpool

External Roles

  • No public company directorships disclosed in Aptiv’s 2025 proxy; prior external executive roles shown above .

Fixed Compensation

Component2024 Detail
Base salary$900,000 target annual base salary
Target annual bonus$1,125,000 target (prorated for 2024 based on 4/29/2024 hire)
Actual 2024 bonus paid$799,366 (Total payout factor 105%)
One-time cash sign-on$2,000,000 (paid $1,000,000 upon hire and $1,000,000 on first anniversary, subject to continued employment; 2-year clawback on voluntary quit/for-cause)

Performance Compensation

ElementMetric/TermsWeighting/Targets2024 Results/Payout
Annual Incentive Plan (AIP)Adjusted Operating Income (OI)30%Total Aptiv OI payout 114%
Cash Flow Before Financing (CFBF)/SOCF30%Total Aptiv CFBF payout 200%; S&PS SOCF 172%
Growth Over Market (GOM)15%Total Aptiv 0% payout; S&PS 0%
Strategic Results Metric25%75% payout (qualitative goals across foundation/platforms)
Weighting for Liotine50% Total Aptiv financials / 50% S&PS financials (reflecting his S&PS leadership in 2024)
AIP payoutPayout factor 105% (Target $761,301; Paid $799,366, prorated to service)
Long-Term Incentive (LTI) – 2024 PBRSUsMetrics: Average RONA; Cumulative Net Income; Relative TSR33.3% each; 0–200% payout; performance period 1/1/2024–12/31/2026; settled early 2027Target units 34,236 granted 6/21/2024; vest based on 3-year results
Long-Term Incentive (LTI) – 2024 TBRSUs (annual)Time-based RSUs vest ratably over 3 yearsAnnual time-based award units: 22,824 (grant 6/21/2024)Ratable vesting on 6/21/2025, 2026, 2027
New-hire equity (TBRSUs)Sign-on time-based RSUs$3,000,000 targeted value; units 39,809 (grant 6/21/2024)Vests 50% on 6/21/2025 and 50% on 6/21/2026
2025 plan changesAIP replaces Cash Flow and GOM with Revenue; LTI replaces RONA/NI with ROIC and Software & Adjacent Market Revenue; TSR becomes +/-20% modifierProgram rebalanced for top-line and software/adjacent focusEffective for 2025 awards

Equity Ownership & Alignment

ItemDetail
Shares owned (beneficial)4,219 shares as of Feb 28, 2025
Unvested time-based RSUs39,809 (sign-on; 50% vests 6/21/2025, 50% 6/21/2026) and 22,824 (annual; vests ratably over 3 years)
Performance-based RSUs outstanding2024–2026 PBRSUs shown at maximum 68,472 in year-end table; target grant 34,236 units (granted 6/21/2024)
Ownership guidelinesNEOs: 3x base salary; measurement Feb 14, 2025—NEOs at/above or on track within five years
Hedging/PledgingProhibited by insider trading policy (no hedging, no pledging, no margin)
ClawbackSEC/NYSE-compliant recovery policy (restatements) plus supplemental fraud-based forfeiture/repayment policy
Deferred compensationExecutive contributions $18,327; company contributions $19,636; ending balance $37,458 (2024)
Shares outstanding (context)229,446,368 ordinary shares outstanding as of record date (for context on ownership %)

Note: “Equity Incentive Plan Awards” are shown at maximum in the Outstanding Equity Awards table; actual earned PBRSUs will depend on 2024–2026 performance and settle in early 2027 .

Employment Terms

  • Start date and current role: Joined April 29, 2024; EVP & President, EDS since November 2024 .
  • Severance plan (non-CIC): For NEOs other than CEO, severance equals 1x base salary (installments), plus COBRA subsidy up to 18 months, upon termination without cause or for good reason (subject to release) .
  • Change-in-control: Double-trigger; 2x base salary and 2x target annual bonus; COBRA premiums for 24 months; equity vests per plan (time-based: full; performance-based: greater of earned-to-date or 100% of granted units) .
  • Non-compete / Non-solicit: Confidentiality and non-interference agreements; non-compete generally 12 months post-employment; non-solicitation/hiring prohibitions for 24 months .
  • Potential payout illustration (as of 12/31/2024 assumptions): Involuntary (not for cause/good reason) total $930,392; CIC+termination total $11,078,047; Death/Disability total $6,983,637 (valued at $60.48/share; equity treatment per plan) .
  • Clawbacks and sign-on conditions: Sign-on cash payable in two installments with repayment obligation if voluntary resignation/for-cause termination within first two years; LTIs subject to clawback policies .

Compensation Structure Analysis

  • Mix and pay-for-performance: For 2024, Liotine’s target package emphasized at-risk pay (AIP and LTI) with $4.3M target LTI and $1.125M target bonus vs $0.9M base; PSUs represent 60% of annual LTI with 3-year RONA/NI/Relative TSR metrics; time-based RSUs comprise 40% .
  • Year-over-year shifts: Company-wide, 2025 incentives moved to Revenue in AIP and ROIC and Software/Adjacent Revenue in LTI, with TSR as a payout modifier, signaling increased emphasis on top-line growth and software/adjacent diversification .
  • Discretion/rigor: 2024 AIP used multi-metric design with capped 200% payouts and qualitative strategic score; growth-over-market paid 0% (rigor maintained), while cash flow paid at maximum, yielding an overall 105% payout for Liotine’s prorated AIP .
  • Options/repricing: 2024 grants and outstanding awards consist of RSUs (time-based and performance-based); no stock option awards or repricing disclosed for 2024 .

Risk Indicators & Red Flags

  • Hedging/pledging: Prohibited (alignment positive) .
  • Related-party transactions: None identified in 2024 (governance positive) .
  • Tax gross-ups: No excise tax gross-ups for NEOs (shareholder-friendly) .
  • Say-on-Pay: ~90% approval at 2024 AGM (program support) .
  • Retention: Two-year sign-on cash repayment and sizable unvested RSUs (both sign-on and annual) increase retention; upcoming vesting dates in June 2025 and 2026 may create incremental selling windows, subject to ownership guidelines and trading windows .

Investment Implications

  • Alignment: High equity weighting (annual LTI $4.3M with 60% performance-based) and strict hedging/pledging prohibitions support alignment; clawbacks mitigate misconduct risk .
  • Retention vs. selling pressure: Near-term retention is reinforced by unvested RSUs and the two-year sign-on cash condition through April 2026; however, notable vesting events in June 2025 and 2026 (sign-on 50% tranches plus annual RSU tranches) could create episodic selling pressure, especially if performance-based vesting is tracking to payout .
  • Performance lens: Company-level 2022–2024 PSU vesting at 63% (with TSR at 21st percentile) underscores that realized value is sensitive to multi-year fundamentals and stock performance; 2025 metric shifts to ROIC and Software/Adjacent Revenue may favor leaders of EDS/software adjacencies if execution is strong .
  • EDS separation catalyst: With EDS leadership under Liotine and a planned separation on track, segment execution (Q3’25 EDS +12% YoY net sales; +54% YoY adjusted operating income) is a key monitoring point for value realization and potential spin-related compensation and retention structures .
All facts, figures, dates, terms, metrics, grants and policies above are drawn from Aptiv’s 2025 DEF 14A and SEC filings, and referenced press releases/news, as cited inline.