Jill Crager
ARMSTRONG WORLD INDUSTRIESAbout Jill Crager
Jill A. Crager (age 61) is Senior Vice President, Sales & Digital Marketing at Armstrong World Industries (AWI) since January 2025; prior roles include SVP, Sales Operations (Jan 2022–Dec 2024) and VP, Digitalization (Dec 2019–Dec 2022) . During the 2022–2024 PSU period, AWI delivered 15.3% annualized TSR; in 2024, net sales rose 12% to $1,446M and adjusted EBITDA increased 13% to $486M, driving a 158% AIP payout factor for NEOs, evidencing pay-for-performance alignment . Ms. Crager is building ownership under AWI’s 3x salary guideline for her role, with five years from promotion to comply; pledging and hedging of company stock are prohibited .
Past Roles
| Organization | Role | Years | Strategic impact |
|---|---|---|---|
| Armstrong World Industries | SVP, Sales & Digital Marketing | Jan 2025–present | Leads commercial growth and digital go-to-market initiatives |
| Armstrong World Industries | SVP, Sales Operations | Jan 2022–Dec 2024 | Drove sales execution and commercial operations during accelerated growth |
| Armstrong World Industries | VP, Digitalization | Dec 2019–Dec 2022 | Advanced digital capabilities to support sales and customer experience |
External Roles
No external directorships or outside roles disclosed for Ms. Crager in the 2025 proxy .
Fixed Compensation
| Item | 2023 | 2024 | Notes |
|---|---|---|---|
| Base salary ($) | 321,000 | 360,000 | Market adjustment recognizing experience/performance |
| Target AIP (% of salary) | 50% | 60% | Increased to align with market median |
| Actual AIP payout ($) | — | 332,040 | 2024 payout at 158% of target factor |
| “All Other Compensation” ($) | — | 38,709 | Includes $3,723 dividends; $34,986 company match |
Performance Compensation
Annual Incentive Plan (AIP) – 2024 Design and Outcome
| Metric (weight) | Threshold | Target | Maximum | 2024 Actual | Performance vs target | Payout as % of target |
|---|---|---|---|---|---|---|
| Revenue (30%) ($M) | 1,295 | 1,352 | 1,420 | 1,376 | 102% | 135% |
| Adjusted EBITDA (70%) ($M) | 430 | 458 | 486 | 478 | 104% | 168% |
| Weighted payout factor | — | — | — | — | — | 158% |
- Target AIP opportunity for Ms. Crager: 60% of base salary for 2024; actual payout $332,040 (no individual modifier applied) .
Long-Term Incentive Program (LTIP)
2024 Grants (mix: 60% PSUs, 40% RSUs; grant date 2/21/2024) :
- RSUs: 1,079 units; grant date fair value $128,466; single vesting three years from grant (cliff vest on 2/21/2027; AWI notes March 1, 2027 issuance for 2024 awards) .
- PSUs (target): 1,618 units; grant date fair value $236,489; performance period 1/1/2024–12/31/2026; payout 50%–275% of target based on metrics below .
PSU Metrics and Hurdles (2024–2026) :
- Absolute TSR (60% weight): 10% annualized = 100% payout; 5% = 50%; 20% = 300%; starting price $120.47; ending measured by 30/60-day VWAP method .
- Adjusted FCF (25% weight): $863M = 100% payout; 85%=$734M=50%; 115%=$993M=200% .
- Mineral Fiber adjusted EBITDA (15% weight): $1,187M = 100% payout; 85%=$1,009M=50%; 115%=$1,365M=300% .
Payout of 2022–2024 PSUs (certified April 8, 2025) :
| Metric | Payout factor | Shares paid (Crager) | Value at vesting ($126.10/sh) |
|---|---|---|---|
| Absolute TSR | 206% | 2,922 | 368,464 |
| Cumulative Adjusted FCF | 73% | 432 | 54,475 |
| Mineral Fiber Volume | 0% | — | — |
| Total | 142% overall | 3,354 | 422,939 |
2025 LTIP changes (for awareness): maximum PSU payout reduced to 250% (from 275%); MFV reinstated as a metric; retirement provision tightened to 60/5 rule (age 60/5 years) .
Equity Ownership & Alignment
| Ownership item | Amount | As-of | Notes |
|---|---|---|---|
| Common shares beneficially owned | 1,856 | Mar 31, 2025 | Direct/indirect holdings |
| RSUs/Unvested (beneficially reported) | 3,502 | Mar 31, 2025 | Included in “RSUs/Unvested” column |
| Total (shares + RSUs/unvested) | 5,358 | Mar 31, 2025 | Sum of beneficial + RSUs/unvested |
| Unvested RSUs (grant date) | 1,082 (3/1/2023); 1,079 (2/21/2024) | Dec 31, 2024 | Three-year cliff vest |
| Unearned PSUs (threshold count) | 1,622 (2023 grant); 1,618 (2024 grant) | Dec 31, 2024 | 3-year performance periods |
| Stock ownership guideline | 3x base salary | Policy | Must comply within 5 years of promotion; Ms. Crager has 5 years to achieve |
| Pledging/hedging | Prohibited | Policy | Also requires pre-clearance of trades |
- No stock options are granted to AWI NEOs; no options outstanding for Ms. Crager .
Employment Terms
- Severance (no CIC): 1.5x (salary + target AIP) lump sum; plus pro‑rated AIP based on actual performance .
- Change-in-control (double-trigger): 2.0x (salary + target AIP) lump sum; plus pro‑rated AIP; CEO multiple higher; no 280G/4999 tax gross‑ups .
- Restrictive covenants: 12‑month non‑compete; 24‑month customer and employee non‑solicit post‑termination .
- Clawbacks: Mandatory Dodd‑Frank policy (restatements) and additional misconduct/competitive activity recovery under the 2022 ECIP .
- Retirement/pension/deferral: Only NEO in closed U.S. defined benefit plan; plan frozen Dec 31, 2017; participates in 401(k) and nonqualified deferred compensation with company match .
Compensation Structure Analysis
| Component | 2023 | 2024 | Comment |
|---|---|---|---|
| Base salary | $321,000 | $360,000 | Market/role adjustment |
| Target AIP | 50% of salary | 60% of salary | Higher at‑risk cash |
| Target LTIP | 70% of salary | 100% of salary | Increased equity weighting |
| LTIP mix | PSU 100% (prior program mix) | 60% PSUs / 40% RSUs | Adds retention via time‑vested RSUs |
| AIP payout | — | 158% of target | Driven by revenue and EBITDA beat |
| 2022–24 PSU payout | — | 142% of target | Strong aTSR; below‑target FCF; MFV zero |
- Governance context: 2024 say‑on‑pay support declined to 61% (primarily due to a CEO retention grant), prompting expanded outreach and program refinements; relevant to future incentive design stability, not specific to Ms. Crager .
Performance & Track Record
| Company metric | 2024 Result | YoY | Notes |
|---|---|---|---|
| Net sales ($M) | 1,446 | +12% | Volume + pricing/mix; M&A contribution |
| Adjusted EBITDA ($M) | 486 | +13% | Margin and WAVE equity earnings tailwinds |
| Operating income ($M) | 374 | +16% | — |
| Adjusted FCF ($M) | 298 | +13% | — |
| 2022–24 annualized aTSR | 15.3% | — | PSU outcome driver |
Vesting Schedules and Potential Selling Pressure
- RSUs (2024 grant) cliff vest three years from grant (expected issuance around March 1, 2027), creating a potential liquidity event window .
- PSUs: 2023 cycle vests 12/31/2025; 2024 cycle vests 12/31/2026; 2022 cycle paid 4/8/2025 (3,354 shares to Ms. Crager) .
- Trading is subject to pre‑clearance, blackout windows, and no hedging/pledging, which mitigates near‑term selling risk optics .
Equity Ownership & Alignment (Detailed Outstanding Awards as of 12/31/2024)
| Award | Grant date | Quantity (#) | Vesting/Performance | Reference |
|---|---|---|---|---|
| RSU | 3/1/2023 | 1,082 | Single vest 3 years from grant | |
| RSU | 2/21/2024 | 1,079 | Single vest 3 years from grant | |
| PSU (threshold count) | 3/1/2023 | 1,622 | 3‑yr period to 12/31/2025 | |
| PSU (threshold count) | 2/21/2024 | 1,618 | 3‑yr period to 12/31/2026 |
Employment Terms (Severance & CIC Economics)
| Scenario | Cash multiple | Bonus treatment | Triggers | Tax gross‑ups |
|---|---|---|---|---|
| Termination without cause / Good Reason (no CIC) | 1.5x salary + target AIP | Pro‑rated AIP based on actual performance | — | None |
| CIC + qualifying termination (double‑trigger) | 2.0x salary + target AIP | Pro‑rated AIP based on actual performance | Double‑trigger | None |
Restrictive covenants: 12‑month non‑compete; 24‑month customer and employee non‑solicit . Clawbacks: Mandatory Dodd‑Frank restatement recovery and additional ECIP recoupment (misconduct, competition, solicitation) .
Investment Implications
- Alignment and incentives: 2024 increases in AIP target (50%→60%) and LTIP target (70%→100%) raised at‑risk pay tied to revenue, EBITDA, aTSR, FCF, and Mineral Fiber economics—metrics closely linked to value creation; 2024 results yielded 158% AIP payout and 142% PSU payout for 2022–24, confirming strong pay‑performance linkage .
- Retention and selling pressure: Unvested RSUs (2023/2024) and PSUs (2023/2024) provide meaningful retention through 2025–2027; the April 2025 PSU payout delivered shares but pre‑clearance, no‑hedging, and no‑pledging policies dampen abrupt selling risk .
- Ownership build: She is progressing toward a 3x‑salary ownership guideline within a five‑year window; current beneficial ownership is modest (no individual exec ≥1%), but guideline structure and vesting cadence support increasing skin‑in‑the‑game over time .
- Downside protection/governance: No stock options; no tax gross‑ups; double‑trigger CIC; robust clawbacks; modest severance multiples—collectively investor‑friendly. Note the broader program’s 61% 2024 say‑on‑pay outcome indicates shareholder sensitivity, but Board responses (metric mix, PSU cap reduction, retirement definition) should stabilize perceptions going forward .