Rachael Ryan
AdvanSixAbout Rachael Ryan
Rachael E. Ryan, age 42, was appointed Vice President, Controller and Chief Accounting Officer of AdvanSix on March 17, 2025, succeeding the prior principal accounting officer; she previously led External Reporting & Technical Accounting at Verizon, held accounting policy leadership at Honeywell, and began her career at Deloitte’s audit and regulatory capital markets practices . She enters during a period of operational recovery with 2024 sales down ~1% YoY, Adjusted EBITDA of $142.1 million, and Free Cash Flow of $1.7 million, while Chemical Intermediates saw 8% YoY growth and Plant Nutrients remained robust . The company emphasizes pay-for-performance with executive incentives tied to Adjusted EBITDA, free cash flow (moved into LTI for 2025), strategic objectives, and three-year EPS/ROI PSUs with a relative TSR modifier .
Past Roles
| Organization | Role | Years | Strategic impact |
|---|---|---|---|
| Verizon Communications | Associate VP, External Reporting & Technical Accounting | 2022–2025 | Led SEC reporting and complex accounting; upgraded technical accounting governance |
| Verizon Communications | Director, Accounting Policy | 2017–2022 | Set enterprise accounting policy; implemented new standards and controls |
| Honeywell International | Director of Finance, PMT; Director, Accounting Policy & Financial Controls | 2007–2017 | Drove segment FP&A and policy; strengthened internal controls for a multi-site manufacturing portfolio |
| Deloitte & Touche LLP | Audit and regulatory capital markets roles | Pre-2007 | Assured financial reporting quality; advised on capital markets compliance |
External Roles
No public company board roles disclosed for Ms. Ryan .
Fixed Compensation
Compensation terms (base salary, target bonus, and actual bonus) for Ms. Ryan were not disclosed in the appointment 8‑K or the 2025 proxy; AdvanSix sets executive pay using market benchmarking and a mix of fixed salary and variable incentives overseen by the Compensation & Leadership Development Committee and its independent consultant (Farient Advisors since Sept 2024) .
Performance Compensation
AdvanSix’s executive incentive architecture (applies broadly to executive officers; individual targets for Ms. Ryan are not disclosed):
- 2024 short-term incentive (STI): 60% Adjusted EBITDA, 20% Free Cash Flow, 20% Strategic Objectives; payout 0–200% of target; actual 2024 STI funded at 92% on company results .
- 2025 STI: Free cash flow removed from STI and added to LTI, Adjusted EBITDA weighting increased to 80%, Strategic Objectives 20% .
- Long-term incentives (LTI): PSUs based on three-year cumulative EPS and average ROI (50%/50%) with a relative TSR ±10% modifier (increased to ±20% for 2025) and RSUs vesting ratably over three years; options discontinued since 2023 .
2024/2025 Company STI Metrics
| Metric | Weighting | Definition | 2025 change |
|---|---|---|---|
| Adjusted EBITDA | 60% (2024), 80% (2025) | Earnings before interest, taxes, depreciation, amortization; adjusted for non-recurring items | Weight increased to 80% |
| Free Cash Flow | 20% (2024) | Cash from operations less capex | Moved into LTI metrics for 2025 |
| Strategic Objectives | 20% | Goals in strategy, operations, risk, CSR/ESG | Weight at 20% |
Equity Grants to Ms. Ryan (Section 16 filings)
| Grant type | Grant date | Shares/Units | Vesting | Source |
|---|---|---|---|---|
| RSUs (initial appointment grant) | Mar 24, 2025 | 12,966 | Not fully disclosed in Form 4 summary; company policy indicates RSUs vest ratably over 3 years (specific terms may vary for off-cycle grants) | |
| Form 3 (initial beneficial ownership) | Mar 17, 2025 | Filed | Establishes Section 16 insider status at appointment |
Notes: AdvanSix’s 2016 Stock Incentive Plan governs RSUs/PSUs; annual grants are typically made at the February C&LD meeting and vest per plan; off-cycle grants for new hires are approved case-by-case .
Equity Ownership & Alignment
| Item | Detail | Source |
|---|---|---|
| Beneficial ownership start | Form 3 filed Mar 17, 2025 upon appointment | |
| Recent RSU grant | 12,966 RSUs on Mar 24, 2025 | |
| Ownership guidelines | Other executive officers: 1x base salary; 5-year compliance window; hold 100% of net shares until compliant | |
| Hedging/pledging | Prohibited for employees and directors; options trading also prohibited | |
| Clawback | SEC/NYSE-compliant clawback for incentive-based comp over prior 3 years upon covered restatements | |
| Insider trading policy | Preclearance, blackout periods, and compliance standards for officers/directors |
Employment Terms
| Provision | Terms | Source |
|---|---|---|
| Executive Severance Plan (non‑CIC) | CEO: 2x base + prior year target bonus; Other participants: 1x base + prior year target bonus; subject to release/restrictive covenants | |
| Change-in-control (CIC) | CEO: 3x base + target bonus + 36 months COBRA subsidy equivalent; Other participants: 2x base + target bonus + 24 months COBRA subsidy equivalent; double-trigger; “net best” excise tax provision, no gross-ups | |
| Plan governance | C&LD may amend/terminate outside CIC windows; forfeiture for detrimental conduct |
Applicability: The Severance Plan covers executive officers generally; Ms. Ryan’s specific participation was not explicitly enumerated in filings reviewed .
Company Performance Context (for incentive alignment)
| Metric | 2023 | 2024 |
|---|---|---|
| Nylon Sales ($000s) | $356,632 | $348,501 |
| Caprolactam Sales ($000s) | $298,375 | $276,303 |
| Plant Nutrients Sales ($000s) | $477,929 | $458,152 |
| Chemical Intermediates Sales ($000s) | $400,663 | $434,601 |
| Total Sales ($000s) | $1,533,599 | $1,517,557 |
Additional 2024 highlights: Net Income $44.1 million, Adjusted EBITDA $142.1 million, CFO $135.4 million, Capex $133.7 million, FCF $1.7 million, with third consecutive EcoVadis Platinum rating and operational progress across HS&E metrics .
Risk Indicators & Red Flags
- Related-party transactions: None requiring disclosure since Jan 1, 2024 .
- Hedging/pledging: Prohibited; reduces misalignment and speculation risk .
- Clawback: Enforced under SEC/NYSE rules; mitigates restatement-related windfalls .
- Section 16 compliance: Appointment 8‑K and subsequent Form 3/4 filings indicate timely reporting for newly appointed officer .
Compensation Benchmarking & Shareholder Feedback
- Peer group: Chemicals peers including Innospec, Tronox, Cabot, Stepan, H.B. Fuller, Minerals Technologies, Sensient, etc.; size/industry/complexity-based selection; unchanged in 2024 .
- Consultants: Pearl Meyer through Sept 2024; Farient Advisors retained starting Sept 2024; independence affirmed .
- Say‑on‑pay: ~95% approval at 2024 Annual Meeting, indicating strong investor support for pay structure .
Investment Implications
- Ms. Ryan’s background in external reporting and accounting policy at Verizon and Honeywell suggests strong technical governance and controls discipline—positive for reporting quality and audit readiness .
- Equity grant structure (RSUs; PSUs in broader program) and ownership rules promote retention and alignment; sell‑to‑cover practices for RSU vesting can create limited, predictable insider selling pressure around vest dates .
- Severance and CIC protections are standard, double‑trigger, and without gross‑ups, limiting shareholder‑unfriendly optics; clawback further aligns incentives under restatements .
- With company STI/LTI metrics tied to Adjusted EBITDA, FCF (LTI from 2025), EPS/ROI, and rTSR, the accounting function’s accuracy and consistency directly impact payout integrity, making Ms. Ryan’s execution a lever for compensation alignment and risk control .