Andre Valentine
About Andre Valentine
Andre Valentine, 61, serves as Executive Vice President and Chief Financial Officer of Concentrix (CNXC) and has held the CFO role since October 2018. He previously served as CFO of Convergys Corporation (2012–2018) after senior finance leadership roles including SVP Finance, Customer Management; SVP/Controller; and VP/Controller at Convergys (1998–2012) . In fiscal 2024, CNXC delivered revenue of $9,618.9 million (+35.2% year-over-year) and adjusted EBITDA of $1,554.9 million (+31.6% year-over-year), while non-GAAP operating income rose 30.5% to $1,317.9 million; these metrics underpin the performance orientation of executive pay programs overseen during his tenure . Shareholders supported executive compensation with a 93.4% Say‑on‑Pay approval in 2024, signaling alignment with pay practices .
Past Roles
| Organization | Role | Years | Strategic impact |
|---|---|---|---|
| Concentrix | EVP & CFO | Oct 2018–present | Finance leadership of CNXC through spin-off, acquisitions, and scaling |
| Convergys | Chief Financial Officer | Aug 2012–Oct 2018 | Corporate CFO; led finance through industry transitions |
| Convergys | SVP Finance, Customer Management | 2010–2012; 2002–2009 | Segment finance leadership (Customer Management) |
| Convergys | SVP, Controller | 2009–2010 | Corporate controllership |
| Convergys | VP, Controller | 1998–2002 | Corporate controllership |
External Roles
No public-company directorships or external board roles disclosed for Mr. Valentine in the 2025 proxy .
Fixed Compensation
| Component | FY 2022 | FY 2023 | FY 2024 |
|---|---|---|---|
| Base Salary ($) | 615,692 | 617,614 | 639,821 |
| SMIP Target (% of base) | 100% (policy unchanged across years) | 100% | 100% |
| SMIP Target ($) | — | — | 642,319 |
| SMIP Actual ($) | 537,942 | 794,869 | 581,299 (90.5% payout vs target) |
| Bonus ($) | — | — | — |
| All Other Compensation ($) | 47,339 | 48,318 | 55,140 |
| Change in Pension Value ($) | — | — | 30,738 |
| Total Compensation ($) | 1,994,413 | 2,490,175 | 2,835,711 |
Details and policy context:
- FY2024 base salary approved at $642,319 (+4.0% year-over-year) .
- FY2024 SMIP design weighted 65% on non-GAAP operating income and included revenue as the other performance measure; payout was reduced by the committee from 93.0% to 90.5% of target to promote reinvestment .
Performance Compensation
| Plan | Metric | Weighting | Target | Actual/Opportunity | Payout/Value | Vesting |
|---|---|---|---|---|---|---|
| FY2024 SMIP | Non-GAAP operating income | 65% | $642,319 target award | Company achieved above threshold but below target; payout rate reduced to 90.5% vs 93.0% | $581,299 | Cash paid in FY2025 for FY2024 performance |
| FY2024 SMIP | Revenue | Remainder (committee used revenue; exact % not specified) | Included in composite | Above target but below stretch | Included in 90.5% payout | — |
| 2024 PRSUs (3-year ending 11/30/2026) | Revenue growth (YoY) | 30% | 8,736 target shares; 4,368 threshold; 17,472 max | Eligible 0–200% based on annual and cumulative performance | Target value $779,950 | Earned annually; shares pay out after full 3-year period |
| 2024 PRSUs | Adjusted EBITDA growth (YoY) | 50% | Included above | As above | As above | As above |
| 2024 PRSUs | FCF conversion | 20% | Included above | As above | As above | As above |
| 2022 PRSUs (3-year ended 11/30/2024) | Revenue growth / Adjusted EBITDA growth | 50% / 50% annually; 0–150% max | 2,204 target shares | Aggregate achievement 34.92% | 769 vested PRSUs (settled Jan 2025) | Settled at end of period |
| Time-based RSUs (granted 2/1/2024) | n/a | n/a | 8,736 RSUs; grant date FV $779,950 | n/a | n/a | One‑third on each of first three anniversaries of grant date |
Additional LTI evolution:
- 2025 PRSUs add adjusted EPS growth (50% of operating goal PRSUs), revenue growth (20%), FCF conversion (30%), and a separate TSR component comprising 27–42% of long-term incentive opportunity; earned over 3 years with payout after the period .
Equity Ownership & Alignment
| Item | Amount/Status |
|---|---|
| Beneficial ownership (shares) | 40,619 total (36,938 owned; 3,681 may be settled within 60 days); <1% of 64,337,846 shares outstanding; no securities pledged |
| Unvested time-based RSUs at 11/30/2024 | 12,644 units; market value $568,348 (at $44.95 closing price on 11/29/2024) |
| Unearned PRSUs at 11/30/2024 | 11,375 units; payout value $511,306 (at $44.95 closing price) |
| Equity vested in FY2024 (CNXC) | 6,477 shares; value realized $394,093 |
| Equity vested in FY2024 (TD SYNNEX) | 814 shares; value realized $94,937 |
| Stock ownership guideline | 3x base salary for NEOs; each NEO other than Ms. Fogarty exceeded the requirement |
| Anti-hedging / pledging | Hedging prohibited; none of the disclosed securities are pledged |
Options: CNXC does not have a practice of granting stock options and does not expect to regularly grant options; no option awards for Mr. Valentine are outstanding .
Employment Terms
| Provision | Terms |
|---|---|
| Change-of-Control Severance Plan | If terminated other than for cause within two months before or 12 months after a change of control (including qualifying voluntary resignation), salary continuation for a minimum of 18 months plus 1 month per year after the 18th year, capped at 24 months; paid at the average of salary + SMIP over prior 3 years; COBRA for 2 years; payouts delayed 6 months if required by Section 409A; double‑trigger equity acceleration upon Involuntary Termination within 24 months of a change of control |
| Potential payments (assumed as of 11/30/2024) | Termination without cause or Involuntary Termination following a change of control: Salary continuation $2,696,942; benefits continuation $64,594; equity award vesting $1,009,442; total $3,770,978 |
| Clawback policy | Company may recoup incentive compensation paid within prior 3 years in event of a financial restatement; updated to align with Nasdaq clawback rules (12/1/2023) |
| Tax gross-ups | No tax gross-up payments for executive officers upon change of control |
| Insider trading policy | Insider trading policy prohibits hedging (put/call options, short sales) |
Pension Benefits
| Plan | Years of Credited Service | Present Value of Accumulated Benefit ($) | FY2024 Payments ($) |
|---|---|---|---|
| Convergys Corporation Pension Plan (qualified) | 27 | 303,340 | — |
| Convergys Corporation Non‑Qualified Excess Pension Plan | 27 | 89,638 | — |
Plan notes: qualified plan is a frozen cash-balance plan; non-qualified benefits paid in up to ten annual installments beginning six months after separation from service .
Compensation Structure Analysis
- Cash vs equity mix: FY2024 compensation comprised base salary ($639,821), SMIP ($581,299), and stock awards ($1,528,713), with a significant equity portion and at‑risk pay tied to multi‑year PRSUs, reinforcing pay-for-performance .
- Performance metric rigor: FY2024 PRSUs require annual revenue and adjusted EBITDA growth plus FCF conversion, with a 0–200% outcome range; the 2022 PRSU payout at 34.92% indicates stringent targets and below-threshold performance in later years of that cycle .
- Discretionary adjustments: Committee reduced SMIP payout from calculated 93.0% to 90.5% to promote reinvestment, signaling disciplined cash incentive governance .
- Governance protections: Clawback policy, anti-hedging, ownership guidelines, and no change‑of‑control tax gross-ups support shareholder-friendly practices .
Say‑on‑Pay & Peer Context
- Say-on-Pay approval: 93.4% support at the 2024 Annual Meeting .
- Peer benchmarking: As of approval of the 2025 peer group, CNXC revenue was at the 76th percentile of peers, while market cap was at the 18th percentile—context the committee considers when calibrating competitiveness .
Investment Implications
- Alignment: High ownership guidelines and no pledging, combined with substantial unvested RSUs (12,644) and unearned PRSUs (11,375), indicate ongoing alignment and potential insider selling pressure around scheduled vesting windows, though hedging is prohibited .
- Performance sensitivity: The modest 2022 PRSU vesting (34.92%) and FY2024 SMIP payout cut illustrate that incentive outcomes are sensitive to revenue, EBITDA, and operating income trajectories; improving adjusted EBITDA (+31.6% in FY2024) should support future PRSU earning potential if sustained .
- Retention/COC economics: Double‑trigger equity acceleration and up to 24 months of salary continuation post‑COC provide meaningful retention but also create defined economics in strategic outcomes; for the CFO, modeled total payouts under COC termination were ~$3.77 million as of FY2024 .
- Governance comfort: Robust clawback, anti‑hedging, and strong Say‑on‑Pay support reduce governance red flags; absence of option repricing and tax gross‑ups is shareholder‑friendly .