Kevin M. Rayment
CURTISS WRIGHTAbout Kevin M. Rayment
Kevin M. Rayment is Vice President and Chief Operating Officer of Curtiss-Wright, serving as COO since April 1, 2021; he previously led the Aerospace & Industrial segment and has held various leadership roles at the company since 2004. He is 55 years old and has been an executive officer since 2021 . Company performance outcomes tied to his incentive plans include 2024 adjusted organic sales growth of 9.3%, adjusted operating income of $547 million, and working capital at 20.8% of sales , as well as a 2022–2024 PSU payout at 200% driven by relative TSR at the 94th percentile versus peers . Education was not disclosed in the company filings reviewed.
Past Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| Curtiss-Wright | Vice President & Chief Operating Officer | Apr 2021–present | Senior operating leadership across divisions |
| Curtiss-Wright | President, Aerospace & Industrial segment | Jan 2020–Mar 2021 | Led commercial/industrial/Aerospace & Industrial segment operations |
| Curtiss-Wright | Various leadership positions | 2004–2019 | Progressive leadership roles within divisions |
External Roles
None disclosed in reviewed filings.
Fixed Compensation
| Metric | FY 2022 | FY 2023 | FY 2024 |
|---|---|---|---|
| Base Salary (as set) ($) | n/a | $624,000 | $642,700 |
| Salary Paid ($) | $592,308 | $620,308 | $639,823 |
| Target Bonus (% of Base) | n/a | 80% | 80% |
| Annual ICP Payout ($) | $367,200 | $907,046 | $969,192 |
| LTIP Cash (PUP) Payout ($) | $102,672 | $660,000 | $774,000 |
Performance Compensation
Annual Incentive (ICP) – Design and FY 2024 Results
| Metric | Weighting | Target | Actual | Payout % of Target | 2024 Rayment Amount ($) | Vesting |
|---|---|---|---|---|---|---|
| Individual Objectives | 20% | Mgmt scorecard | 4.0 | 150% | $154,248 | Annual cash payout |
| Adjusted Operating Income (OI) | 30% | Committee-set | $547M | 195% | $300,784 | Annual cash payout |
| Organic Sales Growth (OSG) | 20% | Committee-set | 9.3% | 200% | $205,664 | Annual cash payout |
| Working Capital (% of Sales) | 30% | Committee-set | 20.8% | 200% | $308,496 | Annual cash payout |
| Total ICP Target ($) | — | — | — | — | $514,160 | — |
| Total ICP Paid ($) | — | — | — | — | $969,192 | — |
Notes:
- 2025 ICP metric change: OI replaced by operating margin; weights unchanged (WC 30%, operating margin 30%, OSG 20%, individual 20%) .
Long-Term Incentive (LTIP) – Structure and Outcomes
| Award Type | Metric(s) | Weighting/Allocation | Grant Detail (2024) | Vesting/Performance | Outcome (2022–2024) |
|---|---|---|---|---|---|
| Performance Share Units (PSUs) | Relative TSR | Part of LTIP mix | Target 2,400 sh; thr 1,200; max 4,800; grant-date FV $578,430 | Earned in stock after 3-yr period; cliff in yr 3 | 200% payout; TSR at 94th percentile vs peers |
| Cash-based Performance Units (PUPs) | 3-yr avg total sales growth (60%), 3-yr avg adjusted EPS growth (40%) | Part of LTIP mix | Target $433,823; grant-date FV $433,823 | 0–200% payout; linear interpolation | EPS growth 15.7% → 80%; sales growth 8.7% → 120%; total 200% payout |
| Restricted Stock Units (RSUs) | Time-based | Part of LTIP mix | 1,800 RSUs; grant-date FV $433,823 | Cliff vest in 3 years | n/a |
Grants of Plan-Based Awards (2024) for Rayment:
- ICP approved Feb 7, 2024 (target $514,160; payout based on metrics above) .
- 2024 LTIP grants on Mar 14, 2024 for PUPs (cash), PSUs (equity), RSUs (time-based) .
Equity Ownership & Alignment
Beneficial Ownership
| Holder | Shares Beneficially Owned | % of Class |
|---|---|---|
| Kevin M. Rayment | 34,514 | <1% |
Notes:
- Includes time-based restricted common stock of 16,746 shares vesting on third anniversary of grant under the 2014/2024 omnibus plans .
- Participated in ESPP purchasing 52 shares in 2024 (max annual plan limit) .
- Anti-hedging and anti-pledging policies: prohibits hedging and pledging of company stock; no holding in margin accounts allowed .
- Stock ownership guidelines: CEO 5x salary; NEOs who report directly to CEO 3x; other NEOs 2x; 50% mandatory hold of net shares until guideline met . As COO, Rayment is subject to 3x salary guideline .
Outstanding Equity Awards (as of 12/31/2023)
| Award Type | Count (#) | Market/Payout Value ($) | Vest Schedule |
|---|---|---|---|
| RSUs (unvested) | 8,609 | $1,917,999 (at $222.79) | Time-based; vest on 3rd anniversary |
| RSUs (unvested) | 2,746 | $611,781 (at $222.79) | Time-based |
| RSUs (unvested) | 2,600 | $579,254 (at $222.79) | Time-based |
| RSUs (unvested) | 2,482 | $552,965 (at $222.79) | Time-based |
| PSUs (unearned target) – 2021 grant | 3,661 | $815,634 target value (at $222.79) | Earned early 2024 (2021–2023 period) |
| PSUs (unearned target) – 2022 grant | 3,467 | $772,413 target value (at $222.79) | Earned early 2025 (2022–2024 period) |
| PSUs (unearned target) – 2023 grant | 3,309 | $737,212 target value (at $222.79) | Earned early 2026 (2023–2025 period) |
Vesting activity:
- 2024 vested stock awards: 18,717 shares vested; value realized $4,282,599; no options exercised .
- 2023 vested stock awards: 7,356 shares vested; value realized $1,227,278; no options exercised .
- Company currently does not grant options; plan prohibits repricing; any options (if ever granted) must be at or above market price .
Employment Terms
- Employment status: At-will; no fixed-term employment agreement .
- Severance (without cause or qualifying resignation): One year base salary plus annual target bonus; at employee option payable over two years with continued health/welfare benefits for at least one year; consulting, release, and 12-month non-compete required .
- Change-in-control: Double trigger; lump sum severance equal to 2.5x base salary plus the greater of (i) annual target incentive grant in the year of termination or (ii) annual incentive paid immediately prior to termination; continued benefits for 2–3 years .
- Clawbacks: Robust clawback policy adopted to comply with Dodd-Frank; recovery of incentive compensation in event of accounting restatements; no indemnification permitted .
- Anti-hedging/pledging: Prohibits hedging and pledging of company stock, including margin accounts .
- Retirement/Deferred comp: Does not participate in U.S. defined benefit pension plans due to U.K. transfer timing; eligible for 401(k) matching (50% on 8%) and 3% non-elective contribution; no executive deferred comp balances or contributions reported for 2023–2024 .
- Perquisites (illustrative): 2024 auto $17,953; financial planning $13,620; executive physical $2,937 . 2023 auto $17,645; financial planning $11,526; executive physical $4,121 .
Performance & Track Record
Company performance drivers in incentive plans
| Metric | FY 2024 Outcome |
|---|---|
| Adjusted Organic Sales Growth | 9.3% |
| Adjusted Operating Income | $547 million |
| Working Capital as % of Sales | 20.8% |
LTIP (2022–2024) performance drivers
| Metric | Performance | Payout impact |
|---|---|---|
| Relative TSR vs. peers | 94th percentile | PSU payout at 200% |
| 3-year avg Adjusted EPS Growth | 15.7% | 80% factor within PUPs |
| 3-year avg Total Sales Growth | 8.7% | 120% factor within PUPs |
| Total PUP payout factor | — | 200% |
Say-on-Pay support: Over 92% approval at 2024 annual meeting .
Performance Compensation
2024 LTIP Grants – Detail
| Component | Grant Date | Grant-Date Fair Value ($) | Quantity/Target | Vesting |
|---|---|---|---|---|
| PSUs | 3/14/2024 | $578,430 | Target 2,400 (thr 1,200; max 4,800) | Earn on TSR; 3-year period |
| RSUs | 3/14/2024 | $433,823 | 1,800 units | Cliff vest at 3 years |
| PUPs (cash) | 3/14/2024 | $433,823 | Cash units target $433,823 | 3-year performance; 0–200% |
Equity Ownership & Alignment
- Ownership guidelines: 3x salary for NEOs reporting to CEO; 50% mandatory hold until guideline met .
- Compliance status: Not disclosed; policy restricts sales until guideline achieved .
- Hedging/Pledging: Prohibited .
- ESPP: Participated at maximum limit (52 shares in 2024) .
Employment Terms
- Severance and non-compete: One year salary+target bonus; 12-month non-compete; consulting obligations .
- Change-in-control: Double trigger; 2.5x multiple; benefits continuation; definitions of “cause” and “good reason” provided .
- Clawbacks and best practices: Clawback policy in place; no tax gross-ups for CIC; no options repricing .
Investment Implications
- Pay-for-performance alignment appears strong: 2024 ICP paid at well above target with transparent ties to operating income, organic growth, and working capital, and LTIP paid at maximum on 3-year TSR/EPS/sales performance, indicating high sensitivity to shareholder value drivers .
- Selling pressure risk is mitigated by strict anti-hedging/pledging and mandatory 50% hold until ownership guidelines are met; RSU cliff vesting creates periodic supply, but policies constrain net disposals, reducing near-term insider selling risk .
- Retention risk is moderate: At-will employment but robust CIC protection (2.5x multiple and benefits) and one-year severance with non-compete suggest meaningful retention economics; absence of pension entitlements reduces golden handcuffs, offset by material equity mix and recent maximum LTIP payouts .
- Governance risk flags are limited: No CIC tax gross-ups, clawback policy adopted, no option repricing, strong say-on-pay support (~92%), and explicit anti-pledging/hedging are positive signals; related-party transactions or controversies were not disclosed in reviewed materials .