Damon Lee
C. H. ROBINSON WORLDWIDEAbout Damon Lee
CFO of C.H. Robinson since August 3, 2024, after joining on July 8, 2024; age 47; MBA and B.S. in Finance from Murray State University . Background includes CFO roles at GE Aerospace’s Commercial Engines & Services and senior operational finance roles at Aptiv, Precision Castparts, and Eaton with emphasis on Lean and transformation . During 2024, CHRW improved adjusted gross profit (+6.2% YoY), income from operations (+30% YoY), and diluted EPS (+41.9% YoY) in a prolonged freight recession, framing Lee’s initial year against a performance upswing under the operating model .
Past Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| GE Aerospace – Commercial Engines & Services | VP & CFO | 2022–2024 | Led finance for GE Aerospace’s largest division (~$24B revenue), contributing to transformation and operational rigor . |
| GE Aerospace – Commercial Services | VP & CFO | 2021–2022 | Brought external perspective, continuous improvement mindset to GE Aerospace . |
| Aptiv PLC – Electrical Distribution Systems | VP of Finance (CFO) | 2018–2021 | Finance leadership at a technology/auto supplier known for operational excellence . |
| Precision Castparts (Berkshire Hathaway) | Senior finance roles | 2012–2018 | Increasing responsibility in operational finance at a scaled industrial leader . |
| Eaton PLC | Finance roles | 2007–2012 | Operational finance leadership at a global diversified industrials company . |
| Newell Brands (Newell-Rubbermaid) | Finance roles | 2003–2007 | Roles of increasing responsibility . |
| Ingersoll Rand | Finance roles | 2000–2003 | Roles of increasing responsibility . |
| Mattel | Finance roles | 1999–2000 | Early career finance role . |
External Roles
- Not disclosed in filings reviewed.
Fixed Compensation
| Element | 2024 Detail | Notes |
|---|---|---|
| Base Salary | $700,000 (annualized) | Pro-rated in 2024 given July 8 start . |
| Target Annual Bonus | 100% of base salary | Pro-rated for time in role in 2024 . |
| 2024 Actual Bonus Paid | $351,908 (104% of pro-rated target) | Pro-rated; see performance table below. |
| Signing Bonus | $1,400,000; repayable if employment ends before 2-year anniversary (except involuntary without cause) | Paid after start date; 2-year clawback condition . |
| All Other Compensation (2024) | $107,638 total, incl. $58,262 relocation, $48,836 tax reimbursements, $540 other | 401(k) match not applicable/not shown for Lee in 2024 . |
Performance Compensation
Annual Incentive (2024 structure and outcome)
| Metric | Weight | Target Basis | Actual Achievement | Payout Effect |
|---|---|---|---|---|
| Enterprise Adjusted Operating Margin % | 35% | % of AGP (non-GAAP) per plan | 149.1% of target component | Above target; enterprise adj. op margin finished 27.5% . |
| Enterprise Volume Growth (blended) | 35% | Blended TL/LTL/Ocean/Air | 53.6% of target component after relative outgrowth adjustment | Committee adjusted based on market outgrowth vs CASS index . |
| Management Business Objectives (MBOs) | 30% | Individual/operational goals | 110% for Lee | Prorated for time in role . |
| Total Payout | — | Target $338,520 (prorated) | 104% of target | $351,908 paid . |
Quote on 2024 incentive outcomes: EPS-based PSUs from 2022–2024 were below threshold; AGP-based 2024 component above target; annual cash plan paid above target overall after adjustment recognizing relative volume outgrowth .
Equity Awards (granted July 8, 2024)
| Award Type | Grant Date | Units | Grant-Date Fair Value | Vesting / Performance |
|---|---|---|---|---|
| PSUs (2024 annual) | 7/8/2024 | 12,459 target | $1,073,717 | 3-year cumulative diluted EPS; 0–200% payout; vests over 2024–2026 . |
| RSUs (2024 annual) | 7/8/2024 | 8,306 | $715,811 | Ratable over 3 years; immediate settlement upon vest . |
| Make-Whole RSUs | 7/8/2024 | 28,842 | $2,485,604 | Time-based: 33%/33%/34% on 1st/2nd/3rd anniversaries; accelerated if involuntary without cause . |
Equity mix: 2024 NEO equity generally 50% PSUs / 50% RSUs; CFO and CEO equity delivered 60% PSUs / 40% RSUs in 2024 .
Equity Ownership & Alignment
| Item | Detail |
|---|---|
| Total Beneficial Ownership | 43,585 shares; ~0.04% of outstanding (118,227,019 shares outstanding as of 3/12/2025) . |
| Performance Shares Granted (at target) | 24,009 . |
| Unvested Outstanding (12/31/2024) | PSUs 12,459; RSUs 5,538; Make-Whole RSUs 28,842 . |
| Stock Options | None disclosed for Lee . |
| Ownership Guidelines | Executives (other than CEO) must hold ≥3x base salary; compliance expected within 5 years; all NEOs in compliance . |
| Hedging/Pledging | Prohibited for officers and directors; insider trading policy with pre-clearance and trading windows . |
| Clawbacks | SEC-compliant restatement clawback; supplemental misconduct clawback expanded in 2025 . |
Insider filings: Initial Form 3 filed Aug 12, 2024; subsequent Forms 4 filed Feb 7, 2025 and July 10, 2025 reflecting changes in beneficial ownership .
Employment Terms
- Start/effective dates: Employment July 8, 2024; CFO effective August 3, 2024 .
- Annual equity approach: 2024 LTI value $1.8M (60% PSUs/40% RSUs) using 30-trading-day average price for share conversion; same performance and vesting as peers .
- Signing/make-whole: $1.4M cash sign-on (repayable if resigns or terminated for Cause within 2 years); $2.5M make-whole RSUs vest 33%/33%/34% with acceleration if involuntary without cause .
- Severance plan: Eligible under Executive Separation and Change in Control Plan; amended/restated effective July 30, 2024 to clarify eligibility, COBRA and non‑compete requirements .
- Non‑CIC termination (without cause/good reason): 18 months base pay (CFO: $1,050,000), 18 months COBRA .
- CIC (double trigger): 24 months base pay (CFO: $1,400,000), 24 months COBRA, 2x target bonus (CFO: $1,400,000), full equity vesting (greater of target or actual for PSUs) .
- Death/Disability: Full vesting of equity; Lee’s potential equity vesting value $4,839,405 as of 12/31/2024 .
- Net best cutback; no excise tax gross-ups .
- Non-compete condition on severance payments: severance payments conditioned on non‑competition for the payout period (plan amended to reflect this) .
- Relocation: Reimbursement per policy; 2024 relocation reimbursements and related tax reimbursements disclosed .
Investment Implications
- Pay-for-performance alignment: 2024 CFO equity is majority performance-based (PSUs on 3-year EPS), consistent with CHRW’s emphasis on long-term EPS growth across cycles; ownership guideline at 3x salary and anti-hedging/pledging policies further align incentives .
- Vesting overhang and potential selling pressure: Make-whole RSUs vest 33/33/34% on the 1st/2nd/3rd anniversaries of July 8, 2024, creating identifiable vesting dates; while hedging/pledging is prohibited, investors should monitor Form 4s around vest dates for selling behavior .
- Governance risk/compensation discretion: 2024 annual bonus included a committee adjustment to recognize relative volume outgrowth (vs CASS), lifting the enterprise financial payout to 101% for most NEOs (CEO excluded); discretionary adjustments can attract scrutiny if repeated, though say‑on‑pay support was 86% in 2024 .
- Retention and change-in-control economics: Non‑CIC severance of 18 months base and CIC benefits of 24 months base plus 2x target bonus and full equity vesting provide retention but also increase potential transaction costs; “net best” cutback (no gross‑ups) mitigates tax optics .
- Execution backdrop: Lee’s tenure begins amid a freight recession recovery and operating model discipline, with 2024 AGP, operating income, and EPS improving materially—a constructive setup for EPS-tied PSUs if performance persists .
Sources: CHRW 2025 DEF 14A (executive compensation, plan terms, ownership), June 6, 2024 8‑K and press release (appointment, offer terms), and SEC insider filings noted above.