Robert Mauch
About Robert Mauch
Robert P. Mauch, PharmD, PhD, is President and CEO of Cencora (ticker: COR) and a director since October 2024; he joined the company in 2007 and previously served as EVP & COO (Oct 2022–Sep 2024). He is 58 and founded Xcenda, a life sciences commercialization and consulting firm acquired by Cencora in 2007. Under his leadership tenure (COO then CEO), Cencora delivered FY2024 revenue of $294.0B, total shareholder return of 26.2%, adjusted operating income of $3.6B (+10.9%), adjusted EPS of $13.76 (+14.8%), and adjusted free cash flow of $3.1B. These pay-for-performance outcomes are embedded in the executive compensation framework (EPS CAGR, ROIC, TSR modifier) that now governs his CEO incentives.
Past Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| Cencora (AmerisourceBergen predecessor/Cencora) | Executive Vice President & Chief Operating Officer | Oct 2022 – Sep 2024 | Led all domestic/international business units; helped transform Cencora into a unified global provider of pharmaceutical-centered healthcare solutions. |
| Cencora | Various leadership roles (incl. leading distribution business) | 2007 – 2022 | Extensive operating experience in wholesale pharma distribution; supported international expansion and specialty leadership. |
| Xcenda, L.L.C. | Founder | Pre-2007 (acquired in 2007) | Built a life sciences commercialization and consulting platform; strategic acquisition strengthened Cencora’s upstream services. |
External Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| Covenant House of Philadelphia | Chairman of the Board | Current | Community and governance leadership; strengthens nonprofit engagement. |
| ISPOR; American Society of Managed Care Pharmacy; American Pharmacists Association | Member | Current | Domain expertise in health economics, managed care pharmacy, and pharmacy practice. |
Fixed Compensation
| Metric | FY 2022 | FY 2023 | FY 2024 |
|---|---|---|---|
| Base Salary ($) | $850,000 | $975,000 | $1,039,959 |
| Target Bonus (% of Base) | 125% | 125% | 125% |
| Actual Cash Bonus ($) | $1,183,131 | $1,607,531 | $2,079,919 |
| Other Compensation ($) | $285,423 | $115,092 | $133,187 |
Additional CEO employment terms (effective Oct 1, 2024): base salary $1,350,000; eligible for standard short-term and long-term incentive arrangements and CEO perquisites. Severance is capped at 2.99x base salary plus target bonus under company policy.
Performance Compensation
| Component | Metric | Weighting | Target | Actual/Payout | Vesting |
|---|---|---|---|---|---|
| Annual Incentive (AIP) | Adjusted Operating Income | 40% | ~5% YoY growth vs FY2023 | 151.6% payout | Annual cash |
| Annual Incentive (AIP) | Adjusted EPS | 25% | ~7% YoY growth vs FY2023 | 175.0% payout | Annual cash |
| Annual Incentive (AIP) | Adjusted Free Cash Flow | 25% | $2.1B | 200.0% payout | Annual cash |
| Annual Incentive (AIP) | ESG Objectives | 10% | Business resiliency, female leadership representation, inclusion index targets | Exceeded/Met → factored into total 164.4% → Committee discretion to 160.0% | Annual cash |
| Long-Term Incentive (PSUs) | Adjusted EPS CAGR | 75% | 3-year goals (confidential during period) | PSU opportunity 0–200% (+/-15% TSR) | 3-year performance; 50% post-vest holding (2 years for CEO) |
| Long-Term Incentive (PSUs) | Avg. Annual Adjusted ROIC | 25% | 3-year goals (confidential during period) | PSU opportunity 0–200% (+/-15% TSR) | 3-year performance; 50% post-vest holding (2 years for CEO) |
| Long-Term Incentive (Modifier) | Relative TSR | +/-15% | 55th percentile for target | Caps at 100% if absolute TSR negative | Applied to PSU payout |
| Long-Term Incentive (RSUs) | Time-vested | N/A | N/A | N/A | Vests ratably over 3 years |
FY2024 equity grants (at target): PSUs 18,294 ($3,600,076), RSUs 12,196 ($2,400,051). AIP payout level finalized at 160% for FY2024. Prior 2022–2024 PSU cycle paid at 230% (EPS CAGR 14.11%, Avg. Adjusted ROIC 19.73%, TSR at 86th percentile); Mauch earned 38,433 shares on that cycle.
Multi-Year Compensation Summary
| Metric | FY 2022 | FY 2023 | FY 2024 |
|---|---|---|---|
| Salary ($) | $850,000 | $975,000 | $1,039,959 |
| Stock Awards ($) | $3,500,188 | $5,000,227 | $6,000,127 |
| Non-Equity Incentive ($) | $1,183,131 | $1,607,531 | $2,079,919 |
| All Other ($) | $285,423 | $115,092 | $133,187 |
| Total ($) | $5,818,742 | $7,697,850 | $9,253,192 |
Equity Ownership & Alignment
| Category | Detail |
|---|---|
| Total Beneficial Ownership | 97,968 shares; <1% of shares outstanding (193,841,901 as of Nov 30, 2024). Includes 45,154 options exercisable within 60 days. |
| Outstanding Options | 45,154 options at $86.09 expiring Nov 13, 2026. |
| Unvested RSUs | 11,709 units; estimated market value $2,635,462 at $225.08 close (Sep 30, 2024). |
| Unearned Performance Shares | 42,076 units (maximum basis) with market value $9,470,466 at $225.08 close (Sep 30, 2024). |
| 2024 Liquidity Events | Exercised 33,877 options ($4,930,269 value realized) and vested 50,340 shares ($11,003,179). |
| Ownership Guidelines | CEO: 6x base salary; others: 3x; 5-year compliance period; NEOs in compliance as of FY2024. Hedging/pledging prohibited for executives/directors (limited exception procedure). |
Employment Terms
| Provision | Key Terms |
|---|---|
| Role & Pay | CEO effective Oct 1, 2024; base salary $1,350,000; standard incentive eligibility; CEO perquisites. |
| Non-Compete & Non-Solicit | Two-year non-compete and non-solicit post-termination; confidentiality and related obligations. |
| Severance (No CoC) | If terminated without cause or resigns with good reason: 2 years base salary, pro-rated AIP (actual), health premiums up to 24 months, outplacement; continued/retirement-based equity vesting as specified. |
| Severance (With CoC) | Double-trigger; adds cash equal to 2x average bonus over prior 3 years; accelerated/modified equity vesting; health premiums up to 24 months. 280G cutback if beneficial. |
| Policy Cap | Cash severance limited to ≤2.99x base salary + target bonus for agreements after Nov 9, 2022. |
| Clawbacks | Dodd-Frank mandatory recoupment for restatements; additional Compensation Recoupment Policy covering misconduct, covenant breaches, fraud, etc. |
Potential payments if terminated on Sep 30, 2024 (illustrative from proxy tables):
- Death/Disability: $4,925,680
- Voluntary/Retirement: $10,466,175 (retirement-based equity vesting continues if eligible)
- Termination without cause/with good reason: $12,660,784
- Involuntary termination within two years of change-in-control: $15,370,933
Board Governance
- Director since Oct 2024; serves on Executive Committee; not independent (as CEO). Employee directors receive no additional director compensation.
- Board independence: 8 of 11 nominees are independent; lead independent director counterbalances Executive Chairman structure. The Board met 16 times in FY2024; directors attended ≥75% of meetings.
- Company’s trading policy prohibits hedging/pledging; robust committee oversight across Audit, Compensation, Compliance & Risk, Finance, Governance.
Compensation Structure Analysis
- High at-risk pay: Mauch’s FY2024 total increased to $9.3M with larger equity mix; FY2024 AIP paid at 160% after Committee discretion despite 164.4% calculated.
- LTI metrics emphasize EPS CAGR and ROIC with a relative TSR modifier at >median for target, aligning payouts to value creation and peer-relative performance; post-vest holding requirements strengthen alignment.
- No tax gross-ups for CoC; severance capped; strong clawbacks reduce adverse incentive risk.
Say-on-Pay & Shareholder Feedback
- 2024 say-on-pay approval ~94%; shareholders generally supported executive compensation program and disclosure; continued outreach on succession and governance.
Investment Implications
- Alignment: CEO package is heavily equity-based with rigorous 3-year EPS/ROIC plus TSR modifier and post-vest holding, encouraging durable value creation and discouraging short-termism.
- Vesting and liquidity: Significant option exercises and stock vesting in FY2024 signal potential ongoing selling to cover taxes but also reflect strong historic PSU outcomes; monitor upcoming RSU/PSU schedules and 2026 option expiry for supply effects.
- Retention and CoC economics: Two-year non-compete and double-trigger CoC protection with capped severance reduce retention risk during strategic events while protecting shareholders from outsized parachutes; clawbacks add downside discipline.
- Governance: Dual role (CEO + director) is balanced by majority independent board, a strong Lead Independent Director, and independent committee leadership; no director pay for employee directors limits conflicts.
- Performance momentum: FY2024 strength in TSR, EPS, FCF provides headroom for incentive achievement under Mauch’s tenure; continue tracking EPS CAGR and ROIC trajectories against PSU goals and relative TSR versus S&P Health Care Providers & Services Index constituents (incl. CAH/MCK).