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David A. Moezidis

President and Chief Commercial Officer at BENCHMARK ELECTRONICSBENCHMARK ELECTRONICS
Executive

About David A. Moezidis

David A. Moezidis, 53, is Executive Vice President and Chief Commercial Officer at Benchmark Electronics (BHE) since July 2023; he was named President and will assume the CEO role on March 31, 2026 as part of a planned succession . He brings 30+ years of leadership across operations, engineering, sales, and marketing, including 25 years at Flex where he served as President of Lifestyle Solutions and SVP of Industrial & Energy; he holds two BS engineering degrees, an MBA from Pepperdine, and completed Stanford’s Executive Management Program . Company performance context during his tenure: BHE reported 2024 revenue of $2,656,105k and net income of $63,327k, with Total Shareholder Return (TSR) at 149.30 versus 89.35 in 2023; the company emphasized margin enhancement, steady earnings/cash flow, and inventory reduction in 2024 .

Past Roles

OrganizationRoleYearsStrategic impact
Flex Ltd.President, Lifestyle Solutions25 years at Flex (specific dates not disclosed) Led consumer-focused businesses; prior SVP Industrial & Energy driving industrial/energy verticals
Flex Ltd.Senior Vice President, Industrial & EnergyNot disclosed Managed industrial/energy businesses for ~8 years per public remarks; diversified EMS capabilities
Benchmark ElectronicsEVP, Chief Commercial OfficerSince July 17, 2023 Built go-to-market, expanded bookings to multi-year record; sector wins incl. AI ecosystem

External Roles

No public company board roles or external directorships disclosed in the proxy .

Fixed Compensation

Metric20232024
Base Salary ($)$515,000 $525,300 (+2.0%)
Target Annual Incentive (% of salary)Not disclosed75.0% (Threshold 37.5%; Max 150.0%)
Actual Annual Incentive ($)$102,869 $366,769; 70.9% of base salary
Stock Awards Grant-Date Fair Value ($)$1,600,000 $1,300,000
All Other Compensation ($)$32,519 $204,583 (incl. $160,000 relocation assistance; $2,120 financial planning; $2,773 health club; $3,584 annual physical; Savings Plan match; Deferred Comp contribution; life insurance premiums)

Annual incentive design and company performance (used for payout determination in 2024):

ObjectiveWeightThresholdTargetMaximumActualAchievement vs Target
Revenue40% $2.527B $2.808B $3.067B $2.656B 72.95%
Adjusted Operating Income45% $108.0M $129.2M $151.2M $122.0M 83.09%
Adjusted Inventory15% $668.2M $636.4M $568.3M $577.6M 186.34%
Aggregate Achievement100%94.52% of target

Payout composition for Moezidis’s 2024 annual incentive:

Metric% of Base Salary
Revenue21.9%
Adjusted Operating Income28.0%
Adjusted Inventory21.0%
Total70.9%

Performance Compensation

Equity mix and design:

  • 2024 long-term awards: 50% PSUs and 50% RSUs, granted Feb 22, 2024 .
  • PSUs (2024–2026 cycle): Metrics and equal weights—Revenue, Operating Income Margin (Adjusted Operating Income / Revenue), ROIC; payout 0–250% of target at the three-year performance period end (Dec 31, 2026) .
  • RSUs: Time-based, vest over three years beginning 2024 grants; improve retention and sustained ownership .

2024 Grants (David A. Moezidis):

Award TypeGrant DateUnits (Target)Grant-Date Fair Value ($)
PSUs2/22/202421,945 $650,000
RSUs2/22/202421,945 $650,000

2022 PSU cycle outcome (company-level; equal weights):

MetricThresholdTargetMaxActualAggregate Achievement
Revenue$2.527B $2.956B $3.399B $2.656B 43.55% of target overall
Operating Income Margin4.41% 5.00% 5.59% 4.59% 43.55% of target overall
ROIC11.90% 14.00% 16.11% 9.87% 43.55% of target overall

2024 Non-Equity Incentive Plan potential (cash):

Threshold ($)Target ($)Maximum ($)
$196,988 $393,975 $787,950

Equity Ownership & Alignment

Beneficial ownership and unvested awards:

ItemAmountValuation/Notes
Beneficially owned Common Shares9,764; <1% of outstanding Outstanding shares 36,095,562 as of 3/21/2025
Unvested RSUs (as of 12/31/2024)54,697 Market value $2,483,244
Unearned PSUs at target (as of 12/31/2024)41,795 Payout value at target $1,897,493
Shares acquired on vesting in 202410,917 Value realized $465,719
OptionsNone granted in 2024

Upcoming RSU vesting schedule (subject to continued employment):

Vesting DateShares
Feb 22, 20257,315
Aug 15, 202510,918
Feb 22, 20267,315
Aug 15, 202610,917
Feb 22, 20277,315
Aug 15, 202710,917

Ownership policy and trading restrictions:

  • Stock ownership guidelines updated Aug 2024: retain 20% of each RSU vest until achieving 2× base salary for NEOs; within five years of becoming a Section 16 officer. All NEOs either compliant or progressing (Moezidis < five years, progressing) .
  • Hedging, short sales, and pledging prohibited for executives/directors .

Deferred compensation:

ItemAmount
Registrant contributions in 2024$22,582
Aggregate balance at FYE 2024$35,175

Employment Terms

Severance and change-in-control economics:

ScenarioCash SeveranceInsurance ContinuationEquity AccelerationTotal
Involuntary (without cause) / Good Reason$892,069 $16,255 (12 months) $908,324
Change-in-Control + qualifying termination (double-trigger)$1,784,138 $24,382 (18 months) $4,380,737 (RSUs/PSUs at target) $6,189,257

Key contractual terms:

  • Severance formula: 100% of annual base salary plus achievement-level annual bonus for year of termination; reduced to 50% of remaining balance upon securing other employment .
  • Good Reason definition (Moezidis): material diminution of duties; >10% reduction in target comp; relocation >50 miles from Tempe, AZ without consent; failure to renew; or material breach uncured after notice .
  • Equity vesting under CoC: double-trigger; immediate vesting if awards are not assumed/substituted by successor .
  • Agreements auto-renew for successive one-year terms unless terminated by either party .
  • Restrictive covenants: non-compete and non-solicitation during employment and for two years post-employment; confidentiality of indefinite length; prohibition on diverting customers for two years post-employment .
  • Clawback policy (2023): restatement-based recoupment of erroneously awarded incentive compensation for 3-year recovery period; no indemnification .
  • Golden parachute excise tax cutback to avoid 280G/4999 taxes if economically favorable; no tax gross-ups .

Performance & Track Record (selected disclosures)

AreaDetail
Commercial executionReported multi-year record high bookings in July 2024; strategy pivot to focused go-to-market coverage, expanding base accounts and targeted new logos .
Sector strategyAI ecosystem wins leveraging liquid cooling and US capacity; credibility building high-performance compute solutions and semi-cap equipment exposure .
TransitionNamed successor to CEO; seamless handoff planned with current CEO advising through March 2027 .

Compensation Peer Group (for benchmarking)

Peer Group (2023 decisions)
Belden; Celestica; Coherent; Curtiss-Wright; Fabrinet; Littelfuse; Methode Electronics; OSI Systems; Plexus; Sanmina; Insight Enterprises; ScanSource; Itron; TTM Technologies; Kimball Electronics

Investment Implications

  • Pay-for-performance alignment: Annual incentive metrics (Revenue, Adjusted Operating Income, Adjusted Inventory) and PSU metrics (Revenue, OI Margin, ROIC) directly link compensation to growth, profitability, and capital efficiency; 2024 payouts reflected aggregate achievement at 94.52% of target .
  • Retention and selling pressure: Material unvested RSUs with scheduled vesting through 2027 and double-trigger CoC provisions reduce near-term forced selling risk; hedging/pledging prohibitions are alignment positives .
  • Ownership: Beneficial ownership is modest relative to outstanding shares, but RSU/PSU overhang and updated ownership guidelines (2× salary) should increase skin-in-the-game over time; he is within the five-year compliance window .
  • Governance and risk: Two-year non-compete/non-solicit, robust clawback, and excise tax cutback (no gross-ups) mitigate governance red flags; absence of option repricing and focus on RSUs/PSUs lower risk of misaligned incentives .