Albert White III
COOPER COMPANIESAbout Albert White III
Albert G. “Al” White III is President & Chief Executive Officer of CooperCompanies and has served on the Board since May 2018; he is 55 and holds a BS in Finance and an MBA from Virginia Tech . Under his tenure in FY2024, CooperCompanies delivered revenue of $3.895B (+8% YoY; +9% constant currency), non-GAAP EPS of $3.69, operating margin improved to 18% GAAP and 25% non-GAAP, and total stockholder return of 34.31% for the year . Compensation is heavily performance-based: ~92% of his FY2024 target total direct compensation was tied to financial and TSR outcomes, with 50% of equity value in PSUs linked to 3-year constant-currency EPS CAGR .
Past Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| CooperCompanies | President & CEO; Director | May 2018–present | Direct leadership of strategy and operations; Board representation |
| CooperCompanies | Chief Financial Officer | Nov 2016–May 2018 | Led finance; positioned company for subsequent growth |
| CooperCompanies | Executive Vice President | Dec 2015–May 2018 | Senior leadership across strategy and execution |
| CooperCompanies | Chief Strategy Officer | Jul 2011–Dec 2015 | Corporate strategy development and M&A |
| Cooper Medical Inc. (CooperCompanies subsidiary) | CEO; led women’s health business | Aug 2015–May 2018 | Built CooperSurgical footprint; portfolio growth |
| CooperCompanies | VP, Investor Relations | Nov 2007–Mar 2013 | Capital markets and investor messaging |
| CooperCompanies | VP & Treasurer | Apr 2006–Dec 2012 | Corporate treasury and capital structure |
| KeyBanc Capital Markets / KeyBank National Association | Director; prior banking roles | ~1998–2006 | Corporate and investment banking leadership |
External Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| Evolus Inc. | Director | Current | External public board experience; insights into aesthetics market |
Fixed Compensation
| Component | FY2024 | FY2023 | Notes |
|---|---|---|---|
| Base Salary ($) | $1,200,000 | $1,080,000 | 11.1% increase to align with peer medians |
| Target Bonus (% of Base) | 125% | 125% | IPP-based: 75% financial metrics, 25% non-financial |
| Target Bonus ($) | $1,391,667 | $1,317,708 | Based on base salary and participation level |
Performance Compensation
Annual Incentive (IPP) – FY2024 Structure and Outcome
| Metric | Weight | Target | Actual | Weighted Achievement |
|---|---|---|---|---|
| Revenue (constant currency) | 50% | $3,943.7M | $3,932.2M (99.7%) | 48.5% (97.1%) |
| Non-GAAP EPS (constant currency) | 25% | $3.62 | $3.81 (105.5%) | 38.8% (155.1%) |
| Total Financial Component | 75% | — | — | 87.3% (116.4%) |
| Non-Financial Goals | 25% | Operational, Organizational, Business goals | OCC-set 140% achievement | 35.0% contribution |
- FY2024 Bonus Paid: $1,702,008 (122.3% of target; 152.9% of base salary) .
- Threshold/Max ranges: 50%–200% for each financial metric (rev, EPS); non-financial capped at 200% .
Long-Term Incentives – FY2024 Grants and Vesting
| Award Type | Target Grant Value ($) | Shares Granted | Vesting / Performance | Notes |
|---|---|---|---|---|
| RSUs | $6,240,000 | 73,356 | Time-vest; 25% each on Jan 8, 2025/26/27/28 | Retention and alignment |
| PSUs | $6,240,000 | 73,356 (target) | 3-year performance period; vests post FY2026 on OCC certification; 50%–200% payout scale | Metric: 3-year non-GAAP EPS CAGR (constant currency) |
Achievement of prior PSU cycle (FY2022 grant cycle ended FY2024):
- Certified achievement: 185% of target; earned shares for White: 84,264, vesting Feb 1, 2025 (subject to continued service) .
Option Activity and Realization
| Activity (FY2024) | Shares | Value Realized ($) |
|---|---|---|
| Options exercised by White | 114,992 | $7,670,227 |
Equity Ownership & Alignment
| Item | Detail |
|---|---|
| Total Beneficial Ownership | 1,810,127 shares as of Jan 15, 2025 |
| % of Shares Outstanding | ~0.90% (1,810,127 / 199,956,879 shares at record date) |
| Options Exercisable/within 60 days | 1,551,636 shares via options exercisable or becoming exercisable within 60 days |
| Unvested RSUs (FY2024 grant) | 73,356 (market value $7,678,906 at $104.68 close on Oct 31, 2024) |
| Earned PSUs (FY2022 cycle) | 84,264 (market value $8,820,756 at $104.68 close) |
| In-flight PSUs (FY2023 at target) | 64,092 (market value $6,709,151 at $104.68 close) |
| In-flight PSUs (FY2024 at target) | 73,356 (market value $7,678,906 at $104.68 close) |
| Stock Ownership Guidelines | CEO must hold 5x base salary; must retain 75% of shares acquired until compliance achieved; all NEOs compliant as of Oct 31, 2024 |
| Hedging/Pledging Policy | Hedging prohibited; pledging permitted only with prior notice and Company approval |
Note: Proxy does not disclose any pledged shares for White; related-party transactions requiring disclosure: none in FY2024 .
Employment Terms
- Agreement type: Employment agreement with severance and double-trigger change-in-control protections; clawback policy compliant with Nasdaq standards (Oct 2023) .
- Definitions: Cause, Good Reason, Change in Control, Disability as per agreement .
Severance and Change-in-Control Economics (Hypothetical as of Oct 31, 2024)
| Scenario | Cash Payment ($) | Accelerated Options ($) | Accelerated RSUs/PSUs ($) | Benefits Continuation ($) |
|---|---|---|---|---|
| Termination Without Cause or Good Reason | 3,640,000 | 6,015,220 | 15,316,778 | 106,238 |
| Double-Trigger: CIC + Termination | 4,760,000 | 7,153,545 | 26,834,927 (PSUs at target if not specified otherwise) | 159,357 |
| Death/Disability | 1,400,000 (prorated IPP) | 4,716,818 | 6,687,796 | 800,000 life insurance |
Key terms:
- Without Cause/Good Reason: 24 months base salary (White), target annual bonus, COBRA reimbursement up to 24 months; acceleration of time-vested awards that would vest within 24 months; 1-year post-termination option exercise .
- Change-in-control: 36 months base salary, target bonus, COBRA reimbursement up to 36 months; acceleration of all awards (PSUs at target unless otherwise specified); 1-year option exercise window .
- 280G “best-pay” cutback (no gross-ups) .
Board Governance
- Board role: Director since 2018; not independent (CEO) .
- Board leadership: Separate Chair and CEO; independent Lead Director in place; all committees comprised solely of independent directors .
- Committee service: White is not listed on any Board committees .
- Attendance: Each director attended at least 75% of Board and committee meetings in FY2024; non-employee directors hold executive sessions regularly .
- Director compensation: Employee directors receive no additional director pay .
Performance & Track Record
- FY2024 results: Revenue $3.895B (+8% YoY; +9% constant currency), GAAP EPS $1.96, non-GAAP EPS $3.69, GAAP operating margin 18% (non-GAAP 25%), cash from operations $709.3M, capex $421.2M, FCF $288.1M .
- FY2024 TSR: 34.31% .
- FY2023 stock price at year-end: $311.75 (+14%) .
- Business execution: CooperVision #1 by wearers and #2 by revenue share; CooperSurgical expanded via acquisitions (Cook Medical assets, obp Surgical, Zymot) and product launches .
Compensation Peer Group & Say-on-Pay
- FY2024 peer group (unchanged vs FY2023): Agilent, Align, Bausch + Lomb, Bio-Rad, Charles River, DENTSPLY, DexCom, Edwards Lifesciences, Hologic, Illumina, Masimo, ResMed, Revvity, STERIS, Teleflex, Waters, Zimmer Biomet .
- Selection criteria: Healthcare equipment/supplies/tools peers, revenue $1.7–$6.8B, market cap $5.7–$56.9B, business model comparability .
- Say-on-Pay: ~90% approval at 2024 annual meeting; OCC viewed as support for pay program .
Risk Indicators & Red Flags
- Clawback policy: Updated Oct 2023 to comply with Nasdaq listing standards .
- Hedging prohibited; pledging allowed only with prior approval .
- No tax gross-ups for change-in-control payments; no repricing of long-term incentives without shareholder approval .
- Related-party transactions: None requiring disclosure in FY2024 .
- CEO Pay Ratio: 394:1 for FY2024 .
Summary Compensation (Multi-Year)
| Year | Salary ($) | Stock Awards ($) | Option Awards ($) | Non-Equity Incentive ($) | Change in Pension Value ($) | All Other ($) | Total ($) |
|---|---|---|---|---|---|---|---|
| 2024 | 1,127,692 | 12,480,056 | — | 1,702,008 | 101,721 | 16,154 | 15,427,631 |
| 2023 | 1,054,167 | 5,284,866 | 5,284,986 | 1,838,203 | 12,647 | 16,054 | 13,490,923 |
| 2022 | 925,000 | 4,625,058 | 4,625,156 | 1,544,750 | — | 16,000 | 11,735,964 |
Equity Award Holdings (Selected)
| Category | Shares/Value |
|---|---|
| Exercisable options (examples) | 156,484 @ $57.42 (exp. 12/12/2027); 137,916 @ $57.52 (exp. 5/1/2028); 362,368 @ $63.69 (exp. 12/11/2028) |
| Unexercisable options (examples) | 87,452 @ $76.14 (exp. 12/10/2029); 50,544 @ $86.44 (exp. 12/8/2030); 101,988 @ $101.54 (exp. 12/7/2031); 153,676 @ $82.46 (exp. 12/13/2032) |
| Unvested RSUs (FY2024 grant) | 73,356 (market value $7,678,906 at $104.68) |
| Earned PSUs (FY2022 cycle) | 84,264 (market value $8,820,756 at $104.68) |
| In-flight PSUs (FY2023/FY2024 target) | 64,092; 73,356 (market values $6,709,151; $7,678,906 at $104.68) |
Board Service History and Dual-Role Implications
- White serves as CEO and director; he is not Board Chair, and there is a separate independent Chairman and a designated Lead Independent Director, mitigating CEO/Chair dual-role concerns and supporting independent oversight .
- Committee roles: White does not sit on Audit, Compensation, or Governance committees; all committees are fully independent, enhancing checks and balances around CEO compensation and governance .
- Independence: Board confirms all directors other than the CEO are independent under SEC/Nasdaq standards; executive sessions are held regularly without management .
Investment Implications
- Strong pay-for-performance alignment: 92% of White’s FY2024 target pay is performance-based, with 50% of LTI in three-year PSUs tied to constant-currency EPS CAGR; FY2024 financial overachievement on EPS drove above-target bonus, while revenue was slightly below target on a constant-currency basis .
- Retention risk appears contained: material unvested RSUs/PSUs and large in-the-money option holdings, plus robust double-trigger CIC protections and 24–36 month severance structures, suggest retention incentives are strong but increase potential CIC payout overhang .
- Insider selling pressure: significant option exercises in FY2024 ($7.67M realized) warrant monitoring of Form 4 trends, though hedging is prohibited and pledging requires approval; no pledging disclosures or related-party transactions noted .
- Governance quality: separated Chair/CEO, fully independent committees, clawback in place, no tax gross-ups, and sustained Say-on-Pay support (~90%) reduce governance and compensation risk .
- Performance track record: FY2024 TSR of 34.31%, EPS strength, and multi-year market share gains across CooperVision and CooperSurgical indicate credible execution, with PSUs paying out at 185% for the 2022 cycle—a positive signal on long-term value creation .