Gunnar Gudlaugsson
CENTURY ALUMINUMAbout Gunnar Gudlaugsson
Gunnar Gudlaugsson is Executive Vice President, Global Operations at Century Aluminum (CENX), serving in this role since February 2021; he is 64 years old and joined Century in 2008 after extensive operational roles in Iceland at Norðurál (Century’s wholly-owned subsidiary) . Under his tenure, incentive design emphasizes relative TSR and operational/safety metrics; 2024 AIP paid 104% of target for Gunnar and PSUs remain tied to relative TSR with 50% two-year (2024–2025) and 50% three-year (2024–2026) performance windows . Company revenue in FY2024 was $2,220.3 million, up from $2,185.4 million in FY2023, and EBITDA improved to $203.2 million from $107.9 million, aligning incentives with improved operations during 2024 [FY values in table below]*.
Past Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| Century Aluminum / Norðurál Grundartangi ehf. | EVP, Global Operations | Feb 2021–present | Oversees global smelting operations and execution of cost/safety/volume KPIs integral to AIP/FOS metrics . |
| Norðurál Grundartangi ehf. (subsidiary) | Managing Director | 2019–Feb 2021 | Led Icelandic subsidiary operations; period included commissioning of new value-added casthouse finalized in 2024 . |
| Century Aluminum | VP, European & Asian Operations | 2017–Feb 2021 | Managed multi-region operations; focus on operational excellence and capital efficiency metrics reflected in AIP . |
| Norðurál Grundartangi ehf. | Plant Manager | 2009–2017 | Drove plant throughput and safety outcomes measured by TCIR/IRB metrics in AIP designs . |
External Roles
No external public company directorships or committee roles disclosed for Gunnar Gudlaugsson .
Fixed Compensation
- Base salary increased to $540,000 annualized in 2024 (up 10.3% vs. 2023) to align with peer benchmarking; salary adjustments are generally effective in March .
- 2023 annualized base salary was $489,500 (+10% vs. 2022), reflecting additional responsibilities .
| Metric | FY 2022 | FY 2023 | FY 2024 |
|---|---|---|---|
| Base Salary Paid ($) | $442,500 | $481,538 | $520,475 |
| Annualized Base Salary ($, as of March) | — | $489,500 | $540,000 |
Performance Compensation
Annual Incentive Program (AIP) – Design, Weighting, and Outcomes
- AIP target opportunity set at 80% of base salary for Gunnar in 2024 (vs. 75% in 2023); payouts range 0–200% based on performance .
- FOS Metrics comprise 70% of AIP with controllable cost, shipment volume, energy/current efficiency, amperage, and safety (TCIR/Incident Review); Individual Performance Criteria are 30% and confidentially tailored .
- 2023 FOS achieved at 101% of target; Gunnar’s Final AIP Performance Factor was 103.5% yielding $379,974 .
- 2024 FOS achieved at 106% of target; Gunnar’s Final AIP Performance Factor was 104% yielding $447,682 .
| AIP Component | Weighting | Target | Actual/Payout | Notes |
|---|---|---|---|---|
| Controllable Costs | 25% | Confidential | 58% of target (payout factor) | Drives disciplined cost mgmt. |
| Shipment Volume | 15% | Confidential | 187% of target (payout factor) | Focus on revenue/operational execution . |
| Energy Efficiency | 3.33% | Indexed | 157% of target (payout factor) | Power cost optimization . |
| Current Efficiency | 3.33% | Indexed | 0% payout | Indicator of reduction process efficiency . |
| Amperage | 3.33% | Indexed | 148% of target (payout factor) | Production volume linkage . |
| TCIR (Safety) | 10% | Confidential | 0% payout | OSHA incident rate . |
| Incident Review | 10% | Confidential | 181% of target (payout factor) | Forward-looking safety actions . |
| Individual Performance | 30% | 0–200% | 2024 avg for NEOs ~113%; Gunnar’s included in 104% final factor | CEO assessed; details confidential . |
| Gunnar’s AIP | FY 2023 | FY 2024 |
|---|---|---|
| Target AIP Opportunity ($) | $367,125 | $432,000 |
| Final Performance Factor (%) | 103.5% | 104% |
| Final AIP Award ($) | $379,974 | $447,682 |
Long-Term Incentive Plan (LTIP) – PSUs and TVSUs
- 2023–2025 LTIP: Gunnar received 41,397 PSUs and 41,397 TVSUs (grant-date fair value $677,255 at $8.18 stock price); PSUs vest based on relative TSR with two- and three-year measurement windows and potential strategic objective modifier; TVSUs cliff-vest at end of period .
- 2024–2026 LTIP: Gunnar received 47,364 PSUs and 47,364 TVSUs (grant-date fair value $1,149,998 at $12.14 stock price); PSUs weighted 50% of LTIP for NEOs, cliff-vest based on relative TSR; TVSUs cliff-vest on December 31, 2026 .
| LTIP Grants (Gunnar) | 2023–2025 (Grant 1/1/2023) | 2024–2026 (Grant 1/1/2024) |
|---|---|---|
| PSUs (# at target) | 41,397 | 47,364 |
| TVSUs (#) | 41,397 | 47,364 |
| Grant-Date Fair Value ($) | $677,255 | $1,149,998 |
| PSU Performance Metric | Relative TSR: 2-yr and 3-yr windows; threshold 50%, target 100%, max 150% of peer avg | Relative TSR: 2-yr (2024–2025) and 3-yr (2024–2026); target table as right |
| Strategic Objective Modifier | Up to ±20 percentage points | Up to ±30 percentage points |
| TVSU Vesting | End of performance period | Cliff-vest Dec 31, 2026 |
| 2024–2026 PSU Achievement Table | Threshold | Target | Maximum |
|---|---|---|---|
| Century Relative TSR vs Industry Peer Avg | 50% | 100% | 150% |
| Achievement (% of Target) | 0% | 100% | 200% |
2024 Vesting Activity
| Stock Awards Vested in 2024 | Shares Acquired on Vesting (#) | Value Realized ($) |
|---|---|---|
| Gunnar Gudlaugsson | 47,268 | $861,223 |
Equity Ownership & Alignment
- Beneficial ownership: Gunnar held 27,102 shares as of April 8, 2024 and 30,461 shares as of April 21, 2025 (less than 1% of shares outstanding) .
- Unvested/Unearned awards at FY2024: 41,397 TVSUs; 41,397 PSUs (2023–2025); 47,364 TVSUs; 47,364 PSUs (2024–2026) with respective market values based on $18.22 YE price .
- Stock ownership guidelines: Executive Vice Presidents must hold 48,000 shares within five years; unvested PSUs/TVSUs and unexercised options do not count; management indicates current NEOs are in compliance or within grace period .
- Hedging/pledging: Company policy prohibits short sales, hedging, options unless authorized, pledging, and margin accounts .
| Beneficial Ownership | Apr 8, 2024 | Apr 21, 2025 |
|---|---|---|
| Shares Beneficially Owned (#) | 27,102 | 30,461 |
| Ownership % of Class | <1% | <1% |
| Unvested/Unearned Awards (as of Dec 31, 2024) | Count | Market/Payout Value ($) |
|---|---|---|
| 2023–2025 TVSUs | 41,397 | $754,253 |
| 2024–2026 TVSUs | 47,364 | $862,972 |
| 2023–2025 PSUs (target) | 41,397 | $754,253 |
| 2024–2026 PSUs (target) | 47,364 | $862,972 |
Employment Terms
- At-will employment; Century does not have individual employment agreements for NEOs .
- Executive Severance Plan: Double-trigger change-in-control protections; benefits only payable upon qualifying termination following a change in control; includes potential accelerated vesting terms per plan and award agreements .
- Clawback: Incentive Compensation Recoupment Policy requires recovery of incentive-based compensation upon accounting restatements; broader misconduct-based recoupment may apply .
- Potential payments upon termination (2025 Proxy, Gunnar):
| Scenario (Gunnar) | Salary ($) | Bonus ($) | TVSUs ($) | PSUs ($) | Insurance ($) | Total ($) |
|---|---|---|---|---|---|---|
| Voluntary | — | — | — | — | — | — |
| Company w/o Cause or Good Reason | $540,000 | $447,682 | — | — | $9,500 | $997,182 |
| Company w/ Cause | — | — | — | — | — | — |
| Retirement | — | $447,682 | $790,493 | $790,493 | — | $2,028,668 |
| Disability | — | $447,682 | $790,493 | $790,493 | — | $2,028,668 |
| Death | — | $447,682 | $790,493 | $790,493 | — | $2,028,668 |
| Following a Change in Control (Double Trigger) | $742,500 | $1,119,205 | $1,617,225 | $1,617,225 | $14,250 | $5,110,406 |
| Following Qualifying Acquisition by Company | $540,000 | $895,364 | $790,493 | $790,493 | $9,500 | $3,025,850 |
Multi-Year Compensation Mix and Details
| Component (Gunnar) | FY 2022 | FY 2023 | FY 2024 |
|---|---|---|---|
| Salary ($) | $442,500 | $481,538 | $520,475 |
| Bonus ($) | — | $120,000 | — |
| Stock Awards ($) | $600,201 | $677,255 | $1,149,998 |
| Non-Equity Incentive (AIP) ($) | $403,838 | $379,974 | $447,682 |
| All Other Compensation ($) | $267,082 | $705,981 | $388,460 |
| Total Compensation ($) | $1,713,621 | $2,364,748 | $2,506,615 |
All Other Compensation 2024 detail: relocation-related benefits and Iceland pension contributions ($333,416), vehicle allowances ($16,841), U.S. housing ($38,204), and tax gross-ups; certain amounts converted from ISK at 0.0073 .
Company Performance Context (Pay-for-Performance)
| Metric | FY 2022 | FY 2023 | FY 2024 |
|---|---|---|---|
| Revenues ($) | $2,777.3 million [FY2022 citation]* | $2,185.4 million [FY2023 citation]* | $2,220.3 million [FY2024 citation]* |
| EBITDA ($) | $82.6 million* | $107.9 million* | $203.2 million* |
Values retrieved from S&P Global.
Notes: Revenues cited per tool; EBITDA values marked with * are from S&P Global and provided without document citations.
Governance and Committee Oversight
- Compensation Committee: Jarl Berntzen (Chair), Jennifer Bush, Errol Glasser, Andrew Michelmore, Tamla Olivier; recommended inclusion of CD&A in 2024 10-K and 2025 Proxy .
- Equity plan provisions: one-year minimum vesting standard, no option repricing without shareholder approval, clawback and cancellation applicable to awards .
Risk Indicators & Red Flags
- Hedging/pledging prohibited; margin accounts disallowed, reducing misalignment risk .
- Clawback policy robust and compliant with SEC/Nasdaq; includes misconduct-based recoupment .
- Section 16 compliance: 2025 proxy notes a late Form 4 for the CEO only; no issues flagged for Gunnar .
Investment Implications
- Strong alignment: Gunnar’s pay has significant at-risk components, with 2024 LTIP PSUs/TVSUs totaling $1.15 million grant-date fair value and AIP tied to controllable, safety, and volume metrics; 2024 AIP payout at 104% indicates solid operational execution .
- Retention vs. selling pressure: Unvested PSUs/TVSUs totaling 94,728 shares across 2023–2025 and 2024–2026 cycles suggest continued retention incentives; hedging/pledging bans and low beneficial ownership (<1%) mitigate overhang from insider sales absent Form 4 evidence .
- Change-in-control economics: Double-trigger protection with potential accelerated vesting drives retention through strategic transactions; total CIC package ~$5.11 million for Gunnar aligns incentives but warrants monitoring for potential deal timing risk .
- Operational leverage: EBITDA expansion from FY2023 to FY2024, shipment volume and energy efficiency AIP outperformance, and strategic projects (DOE award, Grundartangi casthouse) support the performance-based structure; continued TSR delivery is key given PSU weighting .