Matthew Wood
CABOTAbout Matthew Wood
Matthew (“Matt”) Wood is Senior Vice President and President, Reinforcement Materials Segment at Cabot Corporation, appointed effective June 15, 2025; he previously served as Vice President, Global Marketing & Strategy for Cabot’s Battery Materials product line and joined Cabot from BP in 2010, holding global commercial, strategy, operational and general management roles across Reinforcement Materials, Specialty Compounds, and the former cesium formate businesses . As of his initial Section 16 filing on June 17, 2025, he reported beneficial ownership of 10,762 Cabot common shares and 255.6373 phantom stock units; his Form 3 reflects officer status (Senior Vice President) . Cabot’s executive pay programs are pay-for-performance with annual STI tied 70% to corporate financial metrics (adjusted EBIT, net working capital days, and discretionary free cash flow) and 30% to individual performance, and LTI delivered 70% performance-based (PSUs and stock options) and 30% time-based RSUs, with PSU metrics in adjusted EPS and adjusted RONA; hedging and pledging of Cabot stock are prohibited and share ownership guidelines require 3x salary for officers reporting to the CEO . Recent say‑on‑pay results were strong (98% approval at the 2024 annual meeting), and Cabot maintains clawback policies compliant with Dodd‑Frank .
Past Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| Cabot Corporation | SVP & President, Reinforcement Materials Segment | 2025–present (effective 6/15/2025) | Leads Cabot’s largest segment; accountable for growth, operations, and commercial strategy in Reinforcement Materials . |
| Cabot Corporation | VP, Global Marketing & Strategy, Battery Materials | Not disclosed (through 2025) | Developed and drove Battery Materials growth strategy; corporate leadership team member . |
| Cabot Corporation | Various leadership roles in Reinforcement Materials; Specialty Compounds; former Cesium Formate | 2010–2025 | Regional and global commercial, strategy, operational and general management responsibility across multiple businesses and regions . |
| BP plc | Commercial/industry roles (prior employer) | Pre‑2010 | External experience prior to joining Cabot . |
External Roles
No public company board roles or external directorships were disclosed in the reviewed company filings and press releases .
Fixed Compensation
| Component | Status for Matthew Wood | Notes |
|---|---|---|
| Base salary | Not disclosed | Wood was appointed 6/15/2025; his base salary will typically appear in the next proxy covering FY2025 . |
| Target annual bonus (STI) | Not disclosed | Cabot STI design: 70% corporate metrics (adjusted EBIT, NWC days, DFCF), 30% individual; payout 0–200% of target . |
| Perquisites | Company practice: modest perquisites (financial planning, executive physical) | Perquisites offered to U.S.-based executives on same basis as other NEOs . |
Performance Compensation
STI program structure and FY2024 outcomes (program-level):
| Item | Detail |
|---|---|
| Corporate metrics | Adjusted EBIT, NWC days, DFCF . |
| Weighting | 70% corporate; 30% individual performance . |
| Payout range | 0–200% of target . |
| FY2024 corporate metric payout | 138.4% of target . |
| FY2024 total STI paid to NEOs | Ranged 136%–142% of target . |
LTI program mix and mechanics:
| Component | Target Mix | Vesting/Mechanics | Performance Metrics |
|---|---|---|---|
| Performance Stock Units (PSUs) | 35% of LTI grant-date value | Three tranches with one-year performance periods; earned shares vest after 3 years; 0–200% payout per tranche . | Adjusted EPS and Adjusted RONA . |
| Stock Options | 35% of LTI grant-date value | Time-based vesting; value only if share price > grant price . | Share price appreciation . |
| Time-based RSUs (TSUs) | 30% of LTI grant-date value | Time-based vesting over 3 years to encourage retention . | N/A (time-based) . |
FY2024 PSU tranche achievement (program-level):
| PSU Grant Cohort | Tranche performance metrics (FY’24) | Composite weighted achievement |
|---|---|---|
| FY2022 grant (Year 3 of 2022–2024 cycle) | Adjusted EPS 171.6%; Adjusted RONA 200.0% | 181.5% |
| FY2023 grant (Year 2 of 2023–2025 cycle) | Adjusted EPS 89.4%; Adjusted RONA 186.7% | 123.5% |
| FY2024 grant (Year 1 of 2024–2026 cycle) | Adjusted EPS 177.9%; Adjusted RONA 200.0% | 185.6% |
Compensation governance and alignment highlights:
- Pay-for-performance emphasis; capped incentives; multiple performance metrics; ownership guidelines; clawbacks; no hedging/pledging; no excise tax gross-ups in change-in-control severance .
Equity Ownership & Alignment
Initial beneficial ownership (as filed on Form 3, June 17, 2025):
| Security | Amount | Ownership Form | Notes |
|---|---|---|---|
| Common Stock | 10,762 | Direct (D) | Initial statement of ownership. |
| Phantom Stock Units | 255.6373 | Direct (D) | Economic equivalent of one share each; settle in shares upon termination of employment . |
Ownership policies and alignment:
- Stock ownership guidelines: CEO 5x salary; officers who report to CEO 3x salary; five-year compliance window; as of the proxy, all MEC members subject for five years had satisfied guidelines .
- Hedging/short sales and pledging of Cabot stock are prohibited for directors and participants in the LTI program .
- Clawback policies: Dodd-Frank compliant policy adopted (effective for compensation received from and after Oct 2, 2023) and an amended discretionary recoupment policy; applicable to STI and LTI .
Employment Terms
| Term | Details |
|---|---|
| Appointment | Board appointed Wood Senior Vice President and President, Reinforcement Materials Segment, effective June 15, 2025 . |
| Section 16 status | Officer; filed Form 3 on June 17, 2025; POA executed June 4, 2025 authorizing filings . |
| Change-in-control equity treatment | “Double trigger” vesting: if awards remain outstanding after a change-in-control, vesting accelerates only upon qualifying termination within two years post-CIC . |
| Severance (Senior Management Severance Protection Plan) | Participants are members of the Management Executive Committee; benefits upon qualifying termination within two years post‑CIC include (i) CEO: 3x salary+bonus and 3 years benefits; (ii) other covered executives: 2x salary+bonus and 2 years benefits; pro‑rated bonus; outplacement up to 15% of base salary; “better of” 280G cutback vs pay tax . |
| Employment contracts | Company practice: does not enter employment contracts with CEO and other NEOs (except Mr. Zhu) . |
Governance, Say‑on‑Pay, and Related Party Transactions
| Topic | 2024/2025 Status |
|---|---|
| Say‑on‑pay approval | 98% approval at 2024 annual meeting ; 96.19% in 2023 . |
| Related party transactions | None reportable since the beginning of fiscal 2024 . |
| Compensation committee process | Committee sets metrics/goals each November; reviews performance; supported by independent consultant Meridian Compensation Partners; balances market data, dilution, expense, retention . |
Track Record and Execution Context
- Leadership background: Wood is described by Cabot’s CEO as a “disciplined and decisive business leader” with “deep commercial and strategy expertise” and global experience across Europe, the U.S., and Asia; recognized as a strong leader across the company .
- Segment handoff: He succeeds Bart Kalkstein (retiring Jan 5, 2026), ensuring transition continuity in Reinforcement Materials; Kalkstein remains an employee through retirement to assist the transition .
Investment Implications
- Alignment and incentives: Wood’s compensation will be governed by Cabot’s pay-for-performance framework with STI tied to adjusted EBIT/NWC days/DFCF and LTI driven by adjusted EPS/RONA and stock price via options; this structure closely aligns realized pay with profit growth, capital efficiency, and share performance .
- Ownership and selling pressure: Initial ownership of 10,762 shares plus deferred phantom units creates baseline alignment; prohibition on hedging/pledging reduces misalignment risk; watch for new-hire or promotion equity grants and any 10b5‑1 plan filings to gauge future selling cadence .
- Retention and transition risk: CIC protection (double-trigger) and standard MEC severance terms mitigate external poaching risk, while three‑year vesting on RSUs/PSUs supports retention during the leadership transition in Reinforcement Materials .
- Monitoring list: Next DEF 14A should disclose Wood’s FY2025 cash and equity awards and any role‑specific targets; track Form 4 filings post‑appointment for grant sizes, vesting schedules, and potential selling signals.