Patrick Merrin
COMPASS MINERALS INTERNATIONALAbout Patrick Merrin
Patrick Merrin (age 54) is Chief Operations Officer (COO) of Compass Minerals, appointed January 27, 2025 with an expected effective start of March 3, 2025; his signed offer letter set a March 17, 2025 start date or as otherwise agreed . He brings three decades of mining-operations leadership, including roles at Lundin Mining, Newcrest, Washington Companies, and an appointment (not assumed) as CEO of Copper Mountain Mining; he holds a B.Eng. (Chemical) from McGill and an MBA from the University of Toronto . Company context: FY2024 revenue was $1.117B and Adjusted EBITDA was $206.3M (+4% YoY), with an incentive architecture pivoting toward cash flow and returns in FY2025—key levers for Merrin’s mandate . On his first earnings call remarks (Q2 FY2025), Merrin highlighted cost-reduction and process-improvement priorities in SOP operations (Ogden), reinforcing execution focus on pond restoration and back-end capital upgrades to lower unit costs over time .
Past Roles
| Organization | Role | Years | Strategic impact |
|---|---|---|---|
| Lundin Mining | EVP, Technical Services | Jan 2024–Jan 2025 | Group technical leadership; portfolio-wide operational support prior to joining CMP . |
| Copper Mountain Mining | Appointed CEO | Apr 2023 (did not assume due to June 2023 acquisition) | Appointment underscored CEO-ready profile; role not commenced post-acquisition . |
| Newcrest Mining | VP Planning & Development; later SVP Canadian Operations | Mar 2022–Apr 2023 | Mine planning, development and operations leadership across Canadian portfolio . |
| Independent | Consultant | Nov 2020–Mar 2022 | Strategy/operations advisory in mining . |
| Washington Companies | COO, Mining | Jan 2020–Oct 2020 | Multi-asset operating oversight within diversified industrial group . |
External Roles
| Organization | Role | Years | Strategic impact |
|---|---|---|---|
| — | — | — | No public company directorships or external governance roles disclosed in CMP filings . |
Fixed Compensation
| Component | Amount | Notes |
|---|---|---|
| Base salary | $575,000 | Annual base pay per COO offer letter . |
| Target annual bonus (MAIP) | 100% of base salary | Prorated for FY2025 from start date; performance-based . |
| LTIP target value | $1,150,000 | Prorated FY2025 grant; full target from FY2026 cycle (Oct 2025 grants) . |
| One-time cash | $280,000 | Inducement payment within 30 days of start . |
| Benefits/perquisites | Relocation (up to 6 months housing), Canadian healthcare stipend, annual executive physical, Executive Disability Plan | Relocation plan excludes home buyout/equity loss guarantee . |
| Employment status | At-will | Standard at-will terms . |
Performance Compensation
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Annual bonus (MAIP)
- 2025 design shift: Replaced Adjusted Free Cash Flow with Adjusted Operating Cash Flow; company also indicated focus areas such as operating cash flow, CapEx, and production cost per unit as performance metrics in MAIP in response to shareholder feedback .
- MAIP awards are capped at 200% of target; safety (TRIR) and shared objectives remain core components; 2024 framework and governance apply unless modified for 2025 .
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Long-term incentives (LTIP)
- FY2025 LTIP PSU metrics: 50% Free Cash Flow and 50% ROCE, plus a ±20% modifier based on relative TSR vs. LTIP peer group; mix remains 50% RSUs / 50% PSUs (CEO mix differs) .
- General vesting mechanics: RSUs vest in three equal annual installments; PSUs cliff-vest after three years subject to performance, consistent with plan design .
Detailed Performance Incentives
| Plan | Metric | Weighting | Targeting/notes | Payout features |
|---|---|---|---|---|
| MAIP (FY2025) | Adjusted Operating Cash Flow | Not disclosed | Replaces Adjusted FCF in FY2025 MAIP . | MAIP capped at 200% of target . |
| MAIP (FY2025) | TRIR; CapEx; Production cost per unit; Shared goals | Not disclosed | Added/continued to align to safety, cost, and cash priorities . | Capped at 200% . |
| LTIP PSUs (FY2025) | Free Cash Flow | 50% | Direct cash generation focus . | rTSR modifier ±20% . |
| LTIP PSUs (FY2025) | ROCE | 50% | Return discipline . | rTSR modifier ±20% . |
Equity Ownership & Alignment
- Initial equity inducements: One-time RSUs ($150,000) vest ratably over two years; one-time PSUs ($150,000) cliff-vest on third anniversary, subject to Compensation Committee-set metrics .
- Ongoing LTIP eligibility: Prorated FY2025 award; full-cycle LTIP beginning October 2025 per plan design .
- Stock ownership guidelines: Other executive officers must hold 2x base salary within five years; as of Dec 2024, all execs were compliant or within the window .
- Hedging/pledging: Prohibited for directors, executive officers, and employees .
- Clawback: NYSE/SEC-compliant clawback policy for erroneously awarded incentive compensation upon accounting restatement .
Employment Terms
| Term | Details |
|---|---|
| Employment agreement | Letter agreement executed Jan 17, 2025; at-will employment . |
| Severance eligibility | Designated eligible under CMP Executive Severance Plan . |
| Change-in-control (CIC) | Standard double-trigger CIC severance agreement; no excise tax gross-ups . |
| Restrictive covenants | Required to sign Restrictive Covenant Agreement; NEOs have a one-year post-termination non-solicit of employees/customers; confidentiality obligations apply . |
| Relocation/allowances | Executive relocation (up to 6 months housing), Canadian healthcare stipend; standard executive benefits . |
Performance & Track Record
- Operating discipline: On the Q2 FY2025 call, Merrin emphasized operational improvements at Ogden SOP—pond-chemistry restoration and back-end dryer/compaction upgrades—to deliver a step-change in unit costs, with incremental continuous-improvement layered on top .
- Prior leadership scope: EVP Technical Services (Lundin); senior operating roles at Newcrest; COO Mining (Washington Companies); underscores fit with CMP’s “Back-to-Basics” execution agenda .
- Company baseline on entry: FY2024 revenue $1.117B; Adjusted EBITDA $206.3M (+4% YoY), with 2025 incentive focus re-centered on cash flow and returns to align with value creation .
Investment Implications
- Pay-for-performance alignment: High variable pay (100% target bonus; 50% of LTIP in PSUs) tied to cash flow and ROCE, with rTSR modifier, aligns incentives to deleveraging and capital efficiency—potentially supportive of margin/cash inflection if operational plans (e.g., SOP cost-down) execute .
- Retention and overhang: Inducement RSUs vest over two years and PSUs at year three; combined with Executive Severance Plan eligibility and double-trigger CIC, near-term retention risk is mitigated; watch for incremental selling pressure around two-year RSU vest dates, balanced by PSU performance-contingency .
- Governance safeguards: Strict anti-hedging/pledging, ownership guidelines (2x salary within five years), and robust clawback reduce misalignment/agency risk .
- Execution risks: Multi-year nature of SOP remediation/capex and broader cost-control agenda may delay financial impact; 2025 MAIP emphasis on operating cash flow and cost metrics raises bar on near-term delivery during leadership transition in operations and finance .