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Chris Villavarayan

Chief Executive Officer and President at Axalta Coating Systems
Board
Since January 1, 2023
Age
54 years
Education
Holds a Bachelor's degree in Civil Engineering from McMaster University and completed the Wharton Executive Education Advanced Finance Program at the University of Pennsylvania.
Tenure
Joined AXTA as Chief Executive Officer and President on January 1, 2023.

Also at Axalta Coating Systems

AT
Alex Tablin-Wolf
Senior Vice President, General Counsel & Corporate Secretary
AT
Amy Tufano
Senior Vice President and Chief Human Resources Officer

About

Chris Villavarayan has built a solid foundation with an education in civil engineering and advanced finance, reflecting a commitment to both technical and strategic development.

He enjoyed a 22-year career at Meritor, Inc., where he held several leadership roles including CEO and President, Executive Vice President and Chief Operating Officer, and Senior Vice President and President – Global Truck, positions that honed his expertise in global operations and strategic oversight.

Since joining AXTA as Chief Executive Officer and President on January 1, 2023, he has driven key strategic initiatives and contributed to the company’s growth, while also leveraging his leadership experience through board roles and non-profit involvement.

$AXTA Performance Under Chris Villavarayan

Past Roles

OrganizationRoleDate RangeDetails
Meritor, Inc. CEO and President 2021 - October 2022 Led the company until acquisition by Cummins Inc in August 2022
Meritor, Inc. Executive Vice President and Chief Operating Officer 2020 - 2021 Oversaw global operations
Meritor, Inc. Senior Vice President and President – Global Truck 2018 - 2020 Led P&L across global truck business
Meritor, Inc. President – Americas 2014 - 2018 Managed businesses across North and South America

External Roles

OrganizationRoleDate RangeDetails
Franklin Electric Director on the Board N/AN/A
Focus: HOPE Director on the Board N/ADetroit-based non-profit organization

Fixed Compensation

Data from  FY 2023
Component NameAmountPayment ScheduleAdditional Details
Base Salary$1,000,000 Annual salary as per offer letterSet pursuant to his appointment as CEO and President per his employment agreement
Other Compensation$356,056 One-time/AnnualIncludes Individual Liability Insurance ($2,226 ), Individual Disability Insurance ($3,345 ), Employer Contribution to 401(k) ($23,100 ), and Relocation Assistance ($327,385 ) which covers a relocation bonus and associated reimbursements
Severance & Termination Benefits (No Change-In-Control)$4,511,667 Contingent upon termination without Cause or resignation for Good ReasonBreakdown: Salary Severance ($2,000,000 ), Bonus Severance ($2,500,000 ), Other Severance ($11,667 ); excludes equity award vesting
Severance & Termination Benefits (With Change-In-Control)$15,003,215 Contingent upon termination without Cause or resignation for Good Reason following Change-In-ControlBreakdown: Salary Severance ($3,000,000 ), Bonus Severance ($3,750,000 ), Other Severance ($35,000 ), and Equity Award Vesting ($8,218,215 )

Performance Compensation

Data from  FY 2023

Annual Bonus Plan (Non-Equity Incentive Compensation)

MetricWeightThresholdTargetMaximumActual AchievedPayout/WeightWeighted Contribution
Adjusted EBIT40% $523M $615M $695M $664M 158% 63%
Adjusted EBIT Margin20% 11% 11.7% 13.4% 12.8% 165% 33%
Free Cash Flow20% $255M $300M $339M $447M 200% 40%
Individual Performance20% N/AN/AN/A95% N/A19%

Bonus Details:

  • Target Bonus Amount: $1,250,000
  • Total Weighted Bonus Payout Percentage: 155%
  • Actual Award: $1,940,000

Long-Term Equity Incentive Awards (Stock Awards)

Performance Stock Units (PSUs):

  • Grant Date: February 28, 2023
  • Threshold: 56,879 shares
  • Target: 113,758 shares
  • Maximum: 227,516 shares
  • Grant Date Fair Value: $4,137,947
  • Vesting: Subject to performance conditions over a three-year cycle (2023–2025); vesting determined by the Compensation Committee
  • Performance Metrics: Include measures such as adjusted EBIT, free cash flow, adjusted EBIT margin, adjusted EBITDA, relative total shareholder return, adjusted EPS, and return on invested capital, though specific numerical thresholds for 2023 are not disclosed

Restricted Stock Units (RSUs):

  • Grant Date: February 28, 2023
  • Number of Shares: 75,839 shares
  • Grant Date Fair Value: $2,260,002
  • Vesting: Vest in three approximately equal annual installments on the anniversaries of the grant date, contingent on continued employment

This section details the performance compensation components for 2023, covering both cash-based and share-based awards with relevant performance criteria, vesting conditions, and payout results.