Ashish K. Khandpur
About Ashish K. Khandpur
Ashish K. Khandpur, Ph.D., age 56, became President & CEO of Avient on December 1, 2023 and joined the Board the same day, after a 28‑year career at 3M culminating as Group President of Transportation & Electronics; he currently also serves on Constellation Energy’s board . 2024 pay-versus-performance disclosures show Avient TSR of 125.38 vs peer TSR of 137.58, GAAP net income of $170.7mm, and adjusted EPS of 2.66; in 2023 TSR was 124.60 and adjusted EPS 2.36 . Avient delivered organic top-line growth and margin expansion in 2024 per the Compensation Discussion and Analysis .
Past Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| 3M | Group President, Transportation & Electronics | Apr 2021 – Nov 2023 | Led a global manufacturing/technology portfolio; breadth across multiple market segments and global footprint . |
| 3M | Executive Vice President, Transportation & Electronics | Apr 2019 – Apr 2021 | Senior P&L leadership in major segment . |
| 3M | Executive Vice President, Electronics & Energy | Jul 2017 – Mar 2019 | Directed electronics/energy businesses . |
| 3M | SVP, R&D and Chief Technology Officer | Jul 2014 – Jun 2017 | Oversaw R&D and technology strategy . |
External Roles
| Organization | Role | Years |
|---|---|---|
| Constellation Energy Corporation | Director | Current |
| 3M India | Director | Former |
Fixed Compensation
| Element | 2024 | Notes |
|---|---|---|
| Base Salary | $1,050,000 (rate); $1,058,077 paid | CEO base set April 8, 2024; actual paid reflects partial-year timing . |
| Target Annual Bonus | 120% of earned base salary | AIP payout range 0–200% of target; consolidated metrics for CEO . |
| Long-Term Incentive Target | 440% of base salary | Annual LTI under 2020 Plan; first participation in 2024 . |
| 2024 Stock Awards (RSUs) Grant-Date Fair Value | $1,617,924 | Time-vested RSUs under 2020 Plan . |
| 2024 Option/SAR Awards Grant-Date Fair Value | $1,647,357 | Stock-settled SARs; time and performance vesting; SAR appreciation cap . |
| Sign-on Cash (2023) | $1,500,000 | Paid at appointment . |
Perquisites and benefits (2024 “All Other Compensation” detail):
| Category | Amount |
|---|---|
| Qualified Savings Plan contributions | $15,525 |
| Supplemental Retirement Benefit Plan contributions | $31,725 |
| Tax gross-ups (relocation) | $59,855 |
| Relocation benefits | $54,899 |
| Other benefits | $21,413 |
Performance Compensation
2024 Annual Incentive Program metrics and outcomes (Corporate Plan for CEO):
| Measure | Weight | Threshold | Target | Max | Result | Payout % |
|---|---|---|---|---|---|---|
| Adjusted Operating Income (consolidated) | 70% | $312.7mm | $330.0mm | $347.3mm | $350.7mm | 200.0% |
| Working Capital as % of Sales (consolidated) | 20% | 12.7% | 12.3% | 11.8% | 12.0% | 176.0% |
| Sustainability Objectives | 10% | See disclosure | See disclosure | See disclosure | Goals largely exceeded (employee safety/engagement, landfill intensity; energy intensity not met) | 150.0% |
| Total Attainment | — | — | — | — | — | 190.2% |
2024 AIP payout:
| Executive | Target Opportunity ($) | Payout % | Actual Payout ($) |
|---|---|---|---|
| Ashish K. Khandpur | 1,260,000 | 190.2% | 2,396,520 |
Long-term and onboarding equity:
- Onboarding RSUs: 141,000 RSUs granted Dec 1, 2023 in lieu of 2023 LTI; vest ratably over four anniversaries of grant date; intended to offset forfeited value from prior employer .
- 2024 LTI grants (grant date Feb 22, 2024): time-vested RSUs and stock-settled SARs with time and performance vesting and appreciation cap; values in 2024 SCT above .
Pay Versus Performance context:
| Metric | 2020 | 2021 | 2022 | 2023 | 2024 |
|---|---|---|---|---|---|
| Avient TSR (Value of $100) | 112.93 | 159.61 | 98.60 | 124.60 | 125.38 |
| Peer Group TSR (Value of $100) | 119.86 | 151.70 | 130.45 | 149.93 | 137.58 |
| Net Income ($mm) | 133.4 | 230.6 | 703.4 | 76.2 | 170.7 |
| Adjusted EPS | 1.43 | 2.68 | 2.69 | 2.36 | 2.66 |
Equity Ownership & Alignment
Stock ownership guidelines (executive targets and status):
| Name | Stock Ownership Target (shares) | Total Share Ownership as of Feb 28, 2024 |
|---|---|---|
| Ashish K. Khandpur | 125,000 | 183,152 |
- Guideline compliance: CEO exceeds the 125,000-share requirement, indicating alignment with shareholders .
- Section 16 filing note: one Form 4 (2024 RSU vest and tax withholding) filed late due to Company administrative error .
- Pledging/hedging: not disclosed in retrieved documents.
- Ownership as % of shares outstanding; vested vs. unvested breakdown; options exercisable/unexercisable: not disclosed in retrieved excerpts.
Insider selling pressure indicators:
- Time-based RSU vesting on each of the first four anniversaries of Dec 1, 2023 may create periodic sell-to-cover activity for tax withholding; monitor December vest dates .
Employment Terms
Appointment and base comp:
- Appointed President & CEO and Director effective December 1, 2023; base salary $1,050,000; AIP target 120% of earned salary; LTI target 440% of base; sign-on cash $1,500,000; sign-on RSUs ~$5,000,000 vesting over four years .
Executive Severance Plan (outside of change in control) and Continuity Agreement:
- If terminated without Cause (not following a change in control), with release and two-year non-compete/non-solicit: two years salary continuation; AIP payment for year of termination; two years subsidized medical/dental/vision; up to 12 months outplacement .
- Termination benefits modeling table (as of 12/29/2023, stock price $41.57):
| Benefit | Involuntary Termination Without Cause ($) | Termination Without Cause or for Good Reason Following a Change of Control ($) | |---|---:|---:| | Cash Severance | 2,100,000 | 3,150,000 | | RSUs | — | 5,900,945 | | Health & Welfare | 46,037 | 69,055 | | Financial Planning | — | 13,000 | | Outplacement | 12,000 | — |
Clawback Policy:
- Adopted Oct 2, 2023; mandatory recovery of excess incentive-based compensation over a three-year period in the event of an accounting restatement; applies to compensation based wholly or partly on financial reporting measures .
Board Governance
- Director since 2023; not independent (as CEO) .
- Non-Executive Chairman role: Richard H. Fearon (established at leadership transition) .
- Committee service: member of the Environmental, Health & Safety Committee (EH&SC) in 2024; EH&SC met 2 times in 2024; committee chaired by Gregory J. Goff; other members listed in disclosure .
- 2023 committee meeting counts: AC 7; CC 4; G&CRC 2; EH&SC 2 .
Director Compensation:
- Non-employee director compensation program consists of cash retainers and equity with robust stock ownership guideline of 12,500 shares (equivalent to >4x annual cash retainer at 12/31/2024 price); all directors on track or compliant; retention of 100% of shares obtained from Avient until guideline met . As an employee director, CEO is not part of the non-employee director compensation program.
Financial Performance Context
Recent fundamentals to assess pay-for-performance alignment:
| Metric | Q4 2023 | Q1 2024 | Q2 2024 | Q3 2024 | Q4 2024 | Q1 2025 | Q2 2025 | Q3 2025 |
|---|---|---|---|---|---|---|---|---|
| Revenues ($) | 719,000,000 | 829,000,000 | 849,700,000 | 815,200,000 | 746,500,000 | 826,600,000 | 866,500,000 | 806,500,000 |
| EBITDA ($) | 146,900,000* | 142,300,000* | 139,200,000* | 124,700,000* | 118,200,000* | 122,500,000* | 144,500,000* | 126,800,000* |
| EBITDA Margin (%) | 20.4311* | 17.1652* | 16.3822* | 15.2968* | 15.8338* | 14.8197* | 16.6762* | 15.7222* |
| Net Income ($) | 28,600,000 | 49,400,000 | 33,600,000 | 38,200,000 | 48,300,000 | -20,200,000 | 52,600,000 | 32,600,000 |
| Net Income Margin (%) | 3.9777* | 5.9589* | 3.9543* | 4.6859* | 6.4701* | -2.4437* | 6.0703* | 4.0421* |
| EBIT ($) | 100,700,000* | 98,000,000 | 94,300,000* | 79,600,000* | 71,600,000* | 77,200,000* | 97,900,000* | 79,900,000* |
| EBIT Margin (%) | 14.0055* | 11.8214* | 11.0980* | 9.7644* | 9.5914* | 9.3394* | 11.2983* | 9.9070* |
| Metric | FY 2023 | FY 2024 |
|---|---|---|
| Revenues ($) | 3,142,800,000 | 3,240,400,000 |
| EBITDA ($) | 495,700,000* | 523,200,000* |
| EBITDA Margin (%) | 15.7725* | 16.1461* |
Values marked with * are retrieved from S&P Global.
Compensation Structure Analysis
- High at-risk pay mix: 2024 AIP outcome at 190.2% and substantial equity grants (RSUs and SARs) reflect strong linkage to adjusted operating income, working capital efficiency, and sustainability metrics .
- Shift in equity: CEO received onboarding RSUs in 2023 (time-based), then resumed standard LTI mix in 2024 including SARs with performance vesting and cap—balances retention and performance sensitivity .
- Discretionary elements: No discretionary AIP override disclosed; payouts aligned with formulaic attainment .
- Tax gross-ups: Relocation-related tax gross-ups in 2024 present a modest shareholder-unfriendly flag but are tied to relocation rather than parachute benefits .
Risk Indicators & Red Flags
- Late Section 16 filing: one late Form 4 due to company administrative error (RSU vest and tax withholding)—monitor controls; not systemic per disclosure .
- Relocation tax gross-ups: present but limited in scope .
- Q1 2025 net loss: -$20.2mm indicates near-term volatility; watch for normalization across 2025 .
- No pledging or hedging disclosures found; no legal proceedings/investigations disclosed in retrieved excerpts.
Board Governance and Dual-Role Implications
- CEO is a non-independent director; presence of Non-Executive Chairman mitigates combined CEO/Chair concentration .
- Committee service: CEO on EH&SC, which oversees safety, health, environmental and product stewardship; committee met 2 times in 2024 . Dual role can enhance operational oversight on EHS but may reduce independence on topics overlapping management execution.
- Non-employee director compensation structure emphasizes equity and 12,500-share guideline; CEO is not part of this program .
Employment & Contracts Summary
- Severance protections: Two-year salary continuation, subsidized benefits, outplacement for involuntary termination without cause; enhanced cash severance and accelerated RSU value under change-of-control scenarios per modeled table .
- Restrictive covenants: two-year non-compete/non-solicit required to receive severance .
- Clawback: three-year restatement-based recovery policy aligned with SEC rules .
Investment Implications
- Alignment and retention: CEO exceeds stock ownership guidelines (183,152 vs 125,000 shares), suggesting strong alignment; onboarding RSUs vest across four years, supporting retention but creating periodic vest-driven sell-to-cover flows .
- Pay-for-performance: 2024 AIP metrics emphasize earnings quality and working capital discipline; 190.2% payout aligns with achieved operating performance improvements, reinforcing incentives to expand margins and manage cash .
- Governance: Non-Executive Chair and committee transparency reduce typical CEO/Chair concentration risks; limited admin lapse (late Form 4) noted .
- Risk watchlist: Q1 2025 net loss highlights execution risk amid macro conditions; monitor sustainability metric trajectory (energy intensity shortfall) and any disclosures on hedging/pledging; watch upcoming RSU/SAR vest events for potential insider selling pressure .
Values marked with * are retrieved from S&P Global.