Martin Reid
BALCHEMAbout Martin Reid
Martin L. Reid, age 58, serves as Senior Vice President and Chief Supply Chain Officer (CSCO) at Balchem (BCPC) since September 2022; previously Vice President and CSCO from January 2021 to September 2022 and CSCO at Godiva Chocolate from May 2019 to December 2020 . Company performance in 2024 reached record consolidated sales of $953.7M and record adjusted EBITDA of $250.3M, alongside continued dividend increases and debt reduction, providing favorable alignment for performance-linked pay structures . Over 2020–2024, year-end value of $100 invested in BCPC rose from 113.96 to 164.52 and Adjusted EBITDA increased from $174.2M to $250.3M, supporting long-term value creation during Mr. Reid’s tenure in senior supply chain leadership .
Past Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| Balchem Corporation | Senior Vice President & Chief Supply Chain Officer | Sep 2022–Present | Executive leadership of global supply chain operations |
| Balchem Corporation | Vice President & Chief Supply Chain Officer | Jan 2021–Sep 2022 | Led enterprise supply chain as officer |
| Godiva Chocolate | Chief Supply Chain Officer | May 2019–Dec 2020 | Enterprise supply chain leadership |
Fixed Compensation
Multi-year compensation for Martin Reid (as reported):
| Metric | 2022 | 2023 | 2024 |
|---|---|---|---|
| Salary ($) | $437,423 | $454,920 | $468,078 |
| Stock Awards ($) | $319,777 | $335,647 | $452,235 |
| Stock Options ($) | $108,701 | $114,525 | $151,378 |
| Non-Equity Incentive Plan Compensation ($) | $202,836 | $218,571 | $390,066 |
| All Other Compensation ($) | $32,000 | $30,600 | $32,100 |
| Total ($) | $1,100,737 | $1,154,263 | $1,493,857 |
- Fixed versus variable mix (2024): 32.1% fixed, 67.9% variable, indicating strong pay-at-risk emphasis .
- Perquisites: All Other Compensation for Reid includes automobile allowance and employee award points; 401(k) match of $20,700 is included in totals .
Performance Compensation
Annual Incentive Plan (ICP) Structure and 2024 Outcomes
| Component | Details |
|---|---|
| ICP Target (% of base) | 60% of base salary |
| 2024 Corporate ICP metrics | Adjusted EBITDA (60%), Revenue (20%), Free Cash Flow (20); ESG modifier +/-10% for executive officers |
| 2024 Targets and Ranges | EBITDA: $230.9M (T) / $241.1M (Target) / $253.2M (Stretch) / $265.2M (Max); Revenue: $920.5M / $962.0M / $986.1M / $1,010.1M; FCF: $120.0M / $133.3M / $140.0M / $146.6M |
| 2024 Company Results | EBITDA: $250.3M (103.8% of target, payout 122.9%); Revenue: $953.7M (99.1%, payout 86%); FCF: $147.2M (110.4%, payout 200%) |
| 2024 Payout factor | Aggregate ICP payout 131.0% of target; ESG modifier applied +6% based on safety and sustainability progress |
| 2024 ICP Paid (Reid) | $390,066 |
| 2024 ICP Metric | Weight | Threshold | Target | Stretch | Maximum |
|---|---|---|---|---|---|
| Adjusted EBITDA ($M) | 60% | 230.9 | 241.1 | 253.2 | 265.2 |
| Revenue ($M) | 20% | 920.5 | 962.0 | 986.1 | 1,010.1 |
| Free Cash Flow ($M) | 20% | 120.0 | 133.3 | 140.0 | 146.6 |
- ICP design is quantitative and risk-aware; discretionary ICP bonuses were not used in 2024 .
Long-Term Incentive Program (LTIP) Design and 2024 Grants
- Target Equity Multiplier: 1.30x base salary for Reid .
- Equity mix: 25% stock options (10-year term; vest 20/40/40), 25% time-based restricted shares (3-year cliff), 25% EBITDA PSUs (3-year performance), 25% TSR PSUs (relative TSR vs Russell 2000; 3-year) .
| 2024 Equity Grant (2/8/2024) | Quantity | Terms | Grant-date Fair Value ($) |
|---|---|---|---|
| Performance Shares (Target) | 1,860 | 50% EBITDA; 50% TSR; 3-year performance | Included in total |
| Time-Based Restricted Shares | 1,050 | 3-year cliff vest | Included in total |
| Stock Options | 3,400 | 10-year term; vest 20/40/40; Exercise $143.43 | Included in total |
| Total Grant-date Fair Value | — | — | $603,612 |
Vesting schedule highlights (unvested awards by final vest date):
| Final Vesting Date | Unvested Shares (All RS/PS) |
|---|---|
| Jan 1, 2026 | 1,490 |
| Feb 8, 2026 | 810 |
| Jan 1, 2027 | 1,860 |
| Feb 8, 2027 | 1,050 |
| Total | 7,630 |
Stock awards vested and options exercised (2024):
- Shares vested: 5,463; value realized $785,268; no option exercises in 2024 .
Equity Ownership & Alignment
- Beneficial ownership: 17,166 shares; <1% of outstanding; 32,617,301 shares outstanding as of record date (April 21, 2025) .
- Outstanding equity awards (12/31/2024):
| Options (Exercisable/Not Exercisable) | Exercise Price ($) | Expiration |
|---|---|---|
| 2,500 / 0 | 118.96 | 2/8/2031 |
| 3,300 / 0 | 119.13 | 2/11/2031 |
| 1,620 / 1,080 | 138.07 | 2/10/2032 |
| 560 / 2,240 | 138.09 | 2/8/2033 |
| 0 / 3,400 | 143.43 | 2/8/2034 |
| Unvested Time-Based Restricted Shares | $ Value at $163/share | Unvested Performance Shares (Target) | $ Value at $163/share |
|---|---|---|---|
| 2,630 | $428,690 | 5,000 | $815,000 |
- Stock ownership guidelines: All Other Executive Officers must hold 2x base salary; 5-year compliance window; all directors and officers currently compliant following 2025 guideline update .
- Hedging and pledging of company stock are prohibited; covered senior persons must pre-clear trades and observe trading windows/blackouts, limiting insider selling pressure and reducing misalignment risk .
Employment Terms
- Role commencement: Senior VP & CSCO since September 2022; officer elections are annual unless changed by the Board .
- Executive Severance Policy (adopted Feb 12, 2025):
- Termination without Cause (outside change-in-control period): 1x base salary + 1x target bonus; 12 months severance period; COBRA covered during severance; potential equity vesting acceleration in lieu of cash at Compensation Committee discretion .
- Involuntary Termination within Change-in-Control period: 2x base salary + 2x target bonus; 24 months severance period; time-based equity vests immediately; performance awards deemed earned at target .
- Double-trigger required; company does not provide excise tax gross-ups under 280G or 409A .
- Clawback policy (2023): Recovers incentive compensation following material financial restatements; applies to cash and equity awards tied to financial reporting metrics .
- Deferred Compensation Plan: Executives may defer salary/ICP; in 2025, matching contributions approved up to 6% of base salary; Reid had no deferred comp balance reported for 2024 .
Performance & Track Record
Company-level metrics (context for performance-linked pay):
| Metric | 2020 | 2021 | 2022 | 2023 | 2024 |
|---|---|---|---|---|---|
| Adjusted EBITDA ($M) | 174.2 | 189.8 | 215.7 | 230.9 | 250.3 |
| Net Income ($M) | 84.62 | 96.10 | 105.37 | 108.54 | 128.48 |
| Year-end value of $100 (BCPC) | 113.96 | 167.40 | 121.95 | 149.36 | 164.52 |
- 2024 highlights: Record sales $953.7M and record Adjusted EBITDA $250.3M; strong free cash flow enabled debt reduction and dividend increases .
- Say-on-Pay: 97.1% approval at 2024 Annual Meeting; active shareholder engagement throughout the year .
Investment Implications
- Pay-for-performance alignment: Reid’s variable pay is majority of total (67.9% in 2024), with ICP tied to EBITDA, revenue, and free cash flow plus an ESG modifier; LTIP equally balances options, time-based RS, and performance shares (EBITDA/relative TSR), supporting long-term value creation .
- Upcoming vesting supply: Unvested awards scheduled into 2026–2027 (total 7,630 shares) could add liquidity near vest dates; insider trading policy, ownership guidelines and pre-clearance requirements mitigate near-term selling pressure risk .
- Retention and change-in-control economics: Double-trigger severance (2x salary+bonus) and full acceleration of time-based equity with target payouts for performance awards under change-in-control strengthen retention while clarifying downside protection; absence of gross-ups limits shareholder-unfriendly costs .
- Governance and risk controls: Formal clawback, prohibition on hedging/pledging, no option repricing, and strong say-on-pay results reduce governance risk and executive misalignment concerns .
References to policies, practices, and program design
- Prohibition on hedging/pledging; trading windows and pre-clearance for insiders .
- Ownership guidelines updated in 2025; all directors and officers in compliance .
- Compensation Committee methodology and use of independent consultant; refreshed peer group .
- No repricing of options/SARs without shareholder approval; minimum vesting standards under Amended 2017 Plan .