Chuck Kyrish
Senior Vice President and Chief Financial Officer at CE
Executive
About Chuck Kyrish
Chuck B. Kyrish is Senior Vice President and Chief Financial Officer of Celanese Corporation. He was appointed CFO on November 8, 2023 after serving as VP, Corporate Finance, with prior Celanese roles including CFO of the Acetyl Chain, Treasurer, and Head of Investor Relations; he joined Celanese in 2006 after finance roles at Sabre Corporation and ExxonMobil . He holds a B.S. from the University of Texas at Austin and an MBA from Texas Christian University . In 2024, Celanese generated $10,280 million in net sales, Operating EBITDA of $2,376 million, free cash flow of $498 million, and Adjusted EPS of $8.37, while 1-year TSR finished at 44.02 on a $100 base, framing the performance context during his first full year as CFO .
Past Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| Celanese | Senior Vice President & Chief Financial Officer | Nov 8, 2023 – present | Oversees corporate finance including accounting, treasury, internal audit, tax, and investor communications . |
| Celanese | Vice President, Corporate Finance | Apr 2022 – Nov 2023 | Supervised core finance functions, enterprise-wide . |
| Celanese | CFO, Acetyl Chain | Jan 2020 – Apr 2022 | Financial leadership for key segment through volatile markets . |
| Celanese | Head of Investor Relations | Dec 2018 – Jan 2020; Apr 2015 – Jan 2017 | Led investor engagement through M&A and market cycles . |
| Celanese | Treasurer | Feb 2011 – Feb 2015; Jan 2017 – Jan 2020 | Capital markets, liquidity, risk management . |
| Celanese | Financial Risk Manager; Assistant Treasurer | 2006 onward; 2008 promotion | Built risk and treasury infrastructure post-joining CE . |
External Roles
| Organization | Role | Years |
|---|---|---|
| Sabre Corporation | Finance roles | Pre-2006 |
| ExxonMobil Corporation | Finance roles | Pre-2006 |
Fixed Compensation
| Metric | 2023 | 2024 |
|---|---|---|
| Base Salary (as of Dec 31) | $600,000 | $700,000 |
| Target Bonus % of Salary | 75% | 90% |
| Actual AIP (Non-Equity Incentive Plan) Payout | $270,636 | $352,840 |
| Total Reported Compensation | $1,058,985 | $2,580,413 |
Notes: 2024 target bonus % increased 15 pts to 90% to reflect role scope in first full year as CFO .
Performance Compensation
2024 Annual Incentive Plan (company scorecard basis)
| Metric | Weight | Target | Actual | Payout Achievement | Weighted Payout |
|---|---|---|---|---|---|
| Operating EBITDA ($mm) | 60% | $2,700–3,000 | $2,376 | 59.5% | 35.7% |
| Free Cash Flow ($mm) | 20% | $1,173–1,298 | $498 | Below threshold | — |
| Occupational Safety (TRIR) | 5% | 0.14 | 0.15 | 90% | 4.5% |
| Process Safety (events) | 5% | 8 | 12 | Below threshold | — |
| Environment (events) | 5% | 8 | 5 | 200% | 10.0% |
| Quality (events) | 5% | 7 | 2 | 200% | 10.0% |
| Aggregate Business Performance Modifier | — | — | — | — | 60.2% |
- Individual modifier (0–150%) applies to NEOs other than CEO; final individual factor not disclosed for Mr. Kyrish .
2024 LTIP Structure and Awards (granted Feb 28, 2024)
- Plan mix: 70% PRSUs; 30% time-based stock options .
- PRSU metrics: 3-year Adjusted EPS and ROCE (2024–2026), plus TSR modifier ±20% vs Dow Jones US Chemicals Index; vests 2/15/2027 .
- PRSU fair value methodology: $152 per PRSU (Monte Carlo with TSR modifier, no dividends) .
| Award | Grant Date | Target/Count | Max/Count | Vesting | Exercise/Strike | Notes |
|---|---|---|---|---|---|---|
| PRSUs | 2/28/2024 | 6,907 | 13,814 | 100% on 2/15/2027 (0–200% based on performance) | — | EPS, ROCE; TSR modifier ±20% |
| Stock Options | 2/28/2024 | 8,804 | — | 33% on 2/15/2025; 33% on 2/15/2026; 34% on 2/15/2027 | $149.09 | 10-year term; expires 2/27/2034 |
Historical LTIP Payout Signal
- 2022 PRSUs earned at 28.8% of target (EPS below threshold; ROCE above target), indicating stringent goals amid weak demand and integration headwinds .
Equity Ownership & Alignment
Beneficial Ownership (as of Mar 1, 2025)
| Holder | Common Shares | Rights to Acquire (Stock Units/Options) | Total Beneficial | % |
|---|---|---|---|---|
| Chuck B. Kyrish | 5,914 | 4,673 | 10,587 | — |
- Ownership policy: CFO guideline is 4x base salary; status “On track” as of 12/31/2024 .
- Hedging/Pledging: Company prohibits hedging or pledging Company stock (governance practice) .
Outstanding and Unvested Equity (12/31/2024)
| Instrument | Grant Date | Unexercised Options (Exercisable) | Unexercised Options (Unexercisable) | Exercise Price | Expiry | Unvested RSUs | Unvested PRSUs | PRSU Vest Dates |
|---|---|---|---|---|---|---|---|---|
| Options | 2/28/2023 | 884 | 1,797 | $116.93 | 2/27/2033 | — | — | — |
| Options | 2/28/2024 | — | 8,804 | $149.09 | 2/27/2034 | — | — | — |
| RSUs | 2/9/2022 | — | — | — | — | 214 | — | 2/15/2025 (final tranche) |
| PRSUs | 2022 LTIP | — | — | — | — | — | 412 (at 12/31/24) | Vested 2/15/2025 (28.8%) |
| PRSUs | 2023 LTIP | — | — | — | — | — | 1,949 | 2/15/2026 (0–200%) |
| PRSUs | 2024 LTIP | — | — | — | — | — | 6,907 | 2/15/2027 (0–200%) |
Vesting flow-through (liquidity signal): In 2024, Mr. Kyrish had 3,915 shares vest and realized $590,460 in value; no options were exercised by any NEO in 2024, reducing immediate selling pressure from option exercises .
Deferred Compensation and Pension
| Plan | 2024 Company Contribution | 2024 Earnings | Aggregate Balance (12/31/24) |
|---|---|---|---|
| CASRSP (nonqualified DC) | $41,985 | $11,045 | $90,322 |
| CARPP (frozen pension) | — | — | PV: $103,000; Credited Service: 7.5833 years |
Employment Terms
Severance and Change-in-Control Economics
- Executive Severance Plan (12/31/2024 terms): Upon involuntary termination without cause or good reason resignation, NEOs receive 150% of one year’s base salary and 150% of target AIP bonus, plus prorated AIP (based on actual results), one year of COBRA premium reimbursements, and outplacement; equity vesting per award agreements . Effective Jan 1, 2025, the plan was amended to reduce severance to 100% of salary and 100% of target bonus for executive officers (CEO reduced to 150% from 200%) .
- Clawbacks and restrictive covenants: Severance benefits require standard release, non-compete, non-solicit, and confidentiality provisions; certain award retiree treatments also require compliance with two-year non-compete/non-solicit covenants .
Potential Payments (as of 12/31/2024, company methodology)
| Scenario | Cash Severance | RSUs | PRSUs | Welfare/Outplacement | Total |
|---|---|---|---|---|---|
| Involuntary Termination without Cause | $2,282,010 | $14,050 | $110,874 | $43,944 (welfare+outplacement) | $2,450,878 |
| Change in Control – Without Termination | — | $14,811 | $711,825 | $41,616 (welfare) | $726,636 |
| Change in Control – With Termination | $2,652,840 | $14,811 | $711,825 | $41,616 (welfare) | $3,421,092 |
Notes: Values assume 12/31/2024 stock price of $69.21 and plan terms then in effect; actual payouts depend on timing, performance, and treatment of awards .
Investment Implications
- Pay-for-performance alignment: 2024 AIP paid on a 60.2% company scorecard driven by below-threshold free cash flow and process safety, partially offset by strong environmental and quality stewardship; Mr. Kyrish’s AIP actual ($352,840) is consistent with a tough cash year and use of the individual modifier for non-CEO NEOs .
- Retention and selling pressure: Unvested equity is sizable (2023/2024 PRSUs totaling 8,856 units; 2023/2024 options totaling 10,601 unexercised) with staged vesting through 2027, which supports retention and staggers potential supply; no option exercises occurred in 2024 across NEOs, and policy prohibits hedging/pledging, lowering alignment risk .
- Severance risk and CoC protection: As of 12/31/2024 the plan afforded 1.5x salary/bonus for CFOs; reductions effective 1/1/2025 to 1.0x lower parachute costs, which is shareholder-friendly and reduces entrenchment risk; CoC with termination exposure for the CFO was $3.42 million under the 2024 methodology .
- Performance track record framing: 2024 Operating EBITDA ($2,376 million) was below AIP target range and free cash flow missed threshold, while 2022 PRSU payout was 28.8% (EPS below threshold; ROCE above target), signaling demanding targets and a challenging macro/integration environment; 2024 TSR underperformed (value of $100 = 44.02) .
- Governance signals: ~99% say‑on‑pay support in 2024, comprehensive clawbacks, and stock ownership guidelines (CFO at 4x salary, on track) indicate solid governance and shareholder alignment .