Kevin McCoy
BWX TechnologiesAbout Kevin McCoy
Kevin M. McCoy (age 68) serves as President, Government Operations at BWX Technologies and has been in this role since February 2022, with 3 years of tenure at BWXT as of the 2025 proxy date . He holds a BS in Mechanical Engineering from SUNY Stony Brook, an MS in Mechanical Engineering and an Engineer’s degree in Naval Architecture & Marine Engineering from MIT, and an MBA from Emory University . BWXT’s executive pay program ties incentives to Operating Income, Free Cash Flow, EBITDA, ROIC, and relative TSR; for context, company-level 2024 performance showed TSR of $191.93 per $100 initial investment, Net Income of $282.3M, and Adjusted EBITDA of $498.7M . The annual cash incentive (EICP) for McCoy also incorporates Government Operations segment operating income for part of his weighting, reflecting direct alignment to his business unit’s performance .
Past Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| Irving Shipbuilding Inc. | President | 2013–2021 | Led a major Canadian shipbuilder; deep shipyard and nuclear industrial operations experience . |
| U.S. Navy | Chief Engineer | 2005–2008 | Senior engineering leadership; nuclear operations background . |
| U.S. Navy | Commander, Naval Sea Systems Command (NAVSEA) | 2008–2013 | Oversaw complex, high-risk systems and naval shipbuilding/maintenance . |
External Roles
- Not disclosed for McCoy in the 2025 proxy .
Fixed Compensation
Multi-year compensation (SCT reported values):
| Metric | 2022 | 2023 | 2024 |
|---|---|---|---|
| Salary ($) | 735,000 | 735,000 | 753,750 |
| Stock Awards ($) | 357,547 | 501,275 | 1,159,011 |
| Option Awards ($) | 0 | 120,001 | 149,987 |
| Non-Equity Incentive (EICP) ($) | 472,973 | 550,000 | 845,000 |
| All Other Compensation ($) | 44,100 | 56,338 | 66,774 |
| Total ($) | 1,609,620 | 1,962,614 | 2,998,182 |
2024 target total direct compensation and salary adjustments:
- 2024 Target TDC: Base $760,000; Annual Incentive $532,000; LTI $750,000; Total $2,042,000 .
- 2024 Salary adjustment: January $735,000 → April $760,000 (+$25,000) .
Performance Compensation
Annual cash incentive (EICP) design and 2024 outcomes:
| Component | Weight | Threshold | Target | Max | Actual |
|---|---|---|---|---|---|
| Operating Income (McCoy measured 37.5% on consolidated, 32.5% on Government Operations) | 70% | $347.4M | $408.7M | $470.0M | $419.3M |
| Free Cash Flow | 25% | $212.7M | $250.3M | $287.8M | $269.4M |
| Safety (TRIR) | — | 0.83 | 0.66 | 0.55 | 0.56 |
| Safety (DART) | — | 0.36 | 0.29 | 0.24 | 0.27 |
Individual payout mechanics and result (2024):
| Item | Value |
|---|---|
| Earnings from Salary | $753,750 |
| Target Percentage | 70.0% |
| Aggregate Financial & Safety Multiplier | 128.0% |
| Individual Performance Adjustment | 125% |
| Performance Percentage Applied | 160% |
| Total 2024 EICP Payout | $845,000 |
LTI performance share (PRSU) metrics and mechanics:
- Weighting: 40% cumulative Adjusted EBITDA; 40% average annual ROIC; 20% relative TSR, over a 3-year performance period; payout thresholds at 50% (threshold), 100% (target), 200% (max) of granted units .
2024 long-term incentive grants to McCoy (grant date 2/29/2024; exercise/base price for options $100.83):
| Award Type | Threshold Units | Target Units | Max Units | Grant-Date Fair Value ($) |
|---|---|---|---|---|
| PRSUs (standard 2024 cycle) | 2,231 | 4,462 | 8,924 | 509,061 |
| PRSUs (special one-time grant) | 2,479 | 4,958 | 9,916 | 499,915 |
| RSUs (time-based) | — | 1,488 | — | 150,035 |
| Stock Options | — | 5,259 | — | 149,987; strike $100.83 |
Vesting and realizations in 2024:
- Shares acquired on vesting: 1,712; value realized: $151,177; shares withheld for taxes: 816; no option exercises by NEOs in 2024 .
Equity Ownership & Alignment
| Item | Detail |
|---|---|
| Beneficial Ownership | 13,761 shares as of March 6, 2025 |
| Included Options | Footnote indicates 6,775 shares underlying vested options are included |
| Ownership as % of Outstanding | Each executive officer’s holdings individually constitute less than 1% of outstanding shares |
| Stock Ownership Guidelines | NEOs must hold ≥3x base salary; 5-year compliance window; selling restricted until guideline met; governance committee oversees compliance |
| Hedging/Pledging | Prohibited for directors, officers, employees; includes options trading, zero-cost collars, margin pledging, and short sales |
| Clawback Policies | NYSE-compliant clawback recovering incentive-based comp for 3 years preceding restatement, regardless of fault; additional misconduct-based forfeiture provisions |
Employment Terms
Severance and change-in-control protections:
- Executive Severance Plan for involuntary termination not for cause: lump-sum cash equal to 52 weeks’ base salary; subject to general release and non-compete, nondisclosure, and other restrictive covenants .
- Change-in-control agreements: generally double-trigger (termination within 24 months; 30 months for CEO), providing accelerated vesting of equity awards, cash severance, prorated target EICP, prior year EICP if unpaid, and health benefits; no excise tax gross-ups; “modified cutback” to optimize after-tax outcomes .
Estimated potential payments for McCoy (assuming event on 12/31/2024; equity valued at $111.39/sh):
| Scenario | Severance ($) | EICP ($) | Benefits ($) | Outplacement ($) | Financial Planning ($) | RSUs ($) | PRSUs ($) | Options ($) | Total ($) |
|---|---|---|---|---|---|---|---|---|---|
| Involuntary Termination Not for Cause | 760,000 | — | 14,756 | 17,000 | 12,650 | — | 966,791 | — | 1,771,197 |
| Change in Control with Termination | 2,584,000 | 532,000 | 59,024 | 17,000 | 12,650 | 428,629 | 2,232,701 | 305,078 | 6,171,082 |
| Disability | 760,000 | — | 14,756 | — | 12,650 | 428,629 | 2,232,701 | 305,078 | 3,753,814 |
| Death | — | — | — | — | 12,650 | 428,629 | 2,232,701 | 305,078 | 2,979,058 |
| Retirement | — | — | — | — | 12,650 | — | — | — | 12,650 |
Other employment terms and governance:
- No employment agreements with executive officers (company-wide policy) .
Investment Implications
- Pay-for-performance alignment: McCoy’s EICP was driven by Operating Income and FCF outcomes above target, plus safety metrics, resulting in a 160% performance factor and $845,000 cash payout; his assessment included Government Operations segment performance and acquisition integration achievements, indicating direct linkage to his operational execution .
- Equity-heavy incentives and retention: 2024 LTI mix included two PRSU grants (one special $500,000 PRSU) and RSUs plus stock options, emphasizing multi-year EBITDA/ROIC/TSR performance and retention given 3-year PRSU cycles and ownership guidelines restricting sales before guideline compliance .
- Insider selling pressure: No option exercises occurred in 2024; vesting volume was modest (1,712 shares; $151,177 realized), and pledging/hedging is prohibited, which reduces forced selling and alignment risk; beneficial ownership is <1% of shares outstanding individually, consistent with the broader leadership group .
- Change-of-control economics: Double-trigger treatment with accelerated vesting and cash severance (no tax gross-ups; modified cutback) creates balanced protection without shareholder-unfriendly gross-ups, while non-compete covenants are required for severance—lowering transition and retention risk .
- Benchmarking and risk controls: Compensation is benchmarked to a defined A&D peer set, with linear, capped payouts and clawbacks (NYSE-compliant), mitigating incentive risk and potential overpayment, and signaling an emphasis on sustainable value creation .