Jerry L. Redondo
About Jerry L. Redondo
Jerry L. Redondo, age 65, is Senior Vice President, Electronics and Structural Systems at Ducommun (DCO). He was appointed to this enterprise-wide operating role in November 2023 and has been a DCO executive since 2013, previously leading Operations and the Structures segment; earlier roles include Group Vice President at Crane Aerospace & Electronics (2010–2013) and Director of Operations and Global Supply Chain at Parker Hannifin’s Aerospace Control Systems division (1991–2010) . Under the current leadership team’s “VISION 2027” strategy, Ducommun posted 2024 records of $786.6M in revenue, net income of $31.5M, and Adjusted EBITDA of $116.6M (14.8% margin); stock rose 22% in 2024 and relative TSR ranked in the 79th percentile vs. the Russell 2000 over 2022–2024, supporting a 277% annual incentive payout and a 169% PSU payout framework for NEOs .
Past Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| Ducommun | SVP, Electronics and Structural Systems | Nov 2023–present | Enterprise leadership of both Electronics and Structural Systems performance centers, consolidating footprint and executing off-loading with defense primes under VISION 2027 . |
| Ducommun | SVP, Operations; Head of Ducommun Structures | 2017–Nov 2023 | Led operations, footprint consolidation, and margins expansion initiatives tied to VISION 2027 . |
| Ducommun | VP, Operational Excellence (corporate/subsidiaries) | 2013–2017 | Drove lean/process excellence across performance centers . |
| Crane Aerospace & Electronics | Group Vice President | 2010–2013 | Led aerospace/electronics operations; sector experience relevant to off-loading strategy . |
| Parker Hannifin – Aerospace Control Systems | Director of Operations and Global Supply Chain | 1991–2010 | End-to-end aerospace ops and supply chain leadership, foundation for Ducommun execution risk management . |
External Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| Crane Aerospace & Electronics | Group Vice President | 2010–2013 | Defense/commercial aerospace domain expertise applied at DCO to platform expansion and quality/on-time delivery . |
| Parker Hannifin – Aerospace Control Systems | Director, Operations & Global Supply Chain | 1991–2010 | Large-scale supply chain/operations discipline carried into DCO footprint consolidation and pricing actions . |
Fixed Compensation
| Year | Base Salary ($) | Source |
|---|---|---|
| 2022 | 471,502 | |
| 2023 | 493,156 | |
| 2024 | 532,082 |
- 2024 base salary increased 7% YoY reflecting expanded scope over Electronics and Structural Systems performance centers .
Performance Compensation
Annual Cash Incentive (AIP) – 2024 Design and Outcome
| Metric (Weight) | Threshold ($mm) | Target ($mm) | Maximum ($mm) | Actual ($mm) | Funding for Metric | Notes |
|---|---|---|---|---|---|---|
| Operating Income (70%) | 60.7 | 66.0 | 71.3 | 74.3 (as adjusted) | 300% | Adjusted for restructuring, acquisition intangibles, and 2024 unsolicited offer costs . |
| Net Revenues (10%) | 777.1 | 793.0 | 808.8 | 786.6 | 70% | All-time high revenues . |
| Cash Flow from Operations (20%) | 33.3 | 37.0 | 40.7 | 43.5 | 300% | As adjusted per historical practice . |
| Net Income Threshold | ≥$10 | — | — | Exceeded | — | Adjusted net income threshold requirement . |
| Total Plan Funding | — | — | — | — | 277% | Companywide AIP payout factor . |
| Executive | Target as % of Salary | Target ($) | Payout % of Target | Total AIP Payout ($) |
|---|---|---|---|---|
| Jerry L. Redondo | 60% | 315,233 | 277% | 873,000 |
- Committee cited 2024 achievements (22% share price increase; 24% market cap increase; 350 bps gross margin expansion; backlog just over $1B; awards from Lockheed/Northrop/BAE/Gulfstream) as performance validation .
Long-Term Incentives (LTI)
Design and Performance Metrics
- PSUs (NEOs): 3-year cliff vest; earned annually on adjusted diluted EPS targets per year (2024: 2.55/2.70/2.86 thresholds, etc.) with a Russell 2000-relative TSR modifier (0.75x–1.25x) capped at 250% total; TSR modifier >1.0 only if absolute TSR positive .
- RSUs: Time-based, vest 1/3 annually over 3 years (service-based retention) .
2024 Grants to Redondo
| Award Type | Grant Date | Target Shares/$ | Max Shares/$ | Grant Date Fair Value ($) | Vesting |
|---|---|---|---|---|---|
| PSUs – EPS/rTSR | 05/14/2024 | 10,085 | 25,213 | 646,650 | Earn on EPS each year 2024–2026; cliff vest and settle in Q1’27 subject to rTSR modifier . |
| RSUs | 05/14/2024 | 5,431 | — | 308,155 | 1/3 on 05/14/2025, 05/14/2026, 05/14/2027 . |
Outstanding/Unvested Equity at 12/31/2024 (selected)
| Award | Grant Date | Unvested/Unearned Units | Market Value at $63.66 ($) | Vesting/Settlement Terms |
|---|---|---|---|---|
| PSUs (cycle ending 12/31/2025) | 05/08/2023 | 6,818 (at max basis) | 526,235 | Vests based on 2025 performance; settle Q1’26 . |
| PSUs (cycle ending 12/31/2025) | 05/08/2023 | 6,611 (at max basis) | 510,308 | As above . |
| PSUs (cycle ending 12/31/2026) | 05/14/2024 | 13,413 (at max basis) | 1,284,022 | Vests based on 2024–2026 EPS and rTSR; settle Q1’27 . |
| RSUs | 06/22/2022 | 1,660 | 105,697 | 1/3 tranches 2023, 2024, 2025 . |
| RSUs | 05/08/2023 | 3,013 | 191,786 | 1/3 tranches 2024, 2025, 2026 . |
| RSUs | 05/14/2024 | 5,431 | 345,737 | 1/3 tranches 2025, 2026, 2027 . |
Performance Goals Reference (applies companywide)
| Metric | 2024 | 2025 | 2026 | Vesting % per year (if met) |
|---|---|---|---|---|
| Adjusted Diluted EPS – Threshold | 2.55 | 2.55 | 2.55 | 10.0% |
| Adjusted Diluted EPS – Target | 2.70 | 2.86 | 3.03 | 33.3% |
| Adjusted Diluted EPS – Maximum | 2.86 | 3.20 | 3.58 | 66.6% |
| rTSR Modifier vs Russell 2000 | — | — | — | 0.75x–1.25x; >1.0 only if absolute TSR positive . |
Equity Ownership & Alignment
| Item | Detail |
|---|---|
| Beneficial ownership (03/05/2025) | 71,453 shares; includes ESPP purchases of 122 (7/31/2024) and 108 (1/31/2025) shares . |
| Shares outstanding (03/05/2025) | 14,863,345 shares . |
| Ownership as % of SO | ≈0.48% (71,453 / 14,863,345) . |
| Options | None outstanding for Redondo (no SOs listed) . |
| Unvested RSUs | 1,660 (2022 grant), 3,013 (2023), 5,431 (2024) with pro-rata vesting through 2027 . |
| PSUs outstanding | 6,818 (max basis, 2023 grant); 6,611 (max basis, 2023); 13,413 (max basis, 2024) with cliff vesting tied to EPS and rTSR . |
| Stock ownership guidelines | NEOs required to hold 3x base salary; NEOs are in compliance or have time to comply as of 12/31/2024 . |
| Hedging/pledging | Prohibited for executives and directors under Insider Trading Policy . |
| Clawback | Amended Aug 2023; applies to all incentive-based compensation for 3 prior fiscal years upon restatement/error under SEC Rule 10D-1 . |
Employment Terms
| Provision | Change-in-Control (Double-Trigger) | Outside CIC Period |
|---|---|---|
| Employment agreements | DCO does not maintain employment agreements with NEOs; severance handled via Key Executive Severance Agreements . | Same . |
| Cash severance (Redondo) | 2x base salary ($1,064,164) + 2x target bonus ($630,466) lump sum; benefits continuation (approx. $79,873) . | 1x base salary ($532,082) + target bonus ($315,233); benefits continuation (~$39,936) . |
| Equity treatment | Options (if any) fully exercisable; PSUs vest at actual-to-date + target thereafter; RSUs vest immediately (subject to covenants) . | No equity acceleration disclosed outside CIC; standard forfeiture/vesting terms apply . |
| Triggers | Qualifying termination within 3 months before or 24 months after CIC; definition includes good reason; double-trigger; no excise tax gross-ups . |
Potential Payouts (illustrative, assuming event on 12/31/2024)
| Component | CIC Qualifying Termination ($) | Non-CIC Qualifying Termination ($) |
|---|---|---|
| Salary Continuation | 1,064,164 | 532,082 |
| Bonus (Target Basis) | 630,466 | 315,233 |
| Benefits | 79,873 | 39,936 |
| PSUs (incl. cash-settle counted in PSU line) | 1,123,283 | — |
| RSUs | 643,221 | — |
| Total | 3,541,007 | 887,251 |
Compensation Structure Analysis
- Mix and performance alignment: Redondo’s 2024 total comp rose in line with firm performance; NEO comp is majority at-risk with 53% performance-based and 70% at-risk on average; CEO at-risk 87% (contextual benchmark) .
- Annual incentive rigor: 2024 AIP hit maximum on Operating Income and Cash Flow and near-target on Revenue; net payout 277% reflects record revenue, margin expansion, and backlog .
- LTI emphasis shift and dilution control: DCO shifted CEO LTI to include cash LTIPs to preserve equity pool; NEO (incl. Redondo) remain primarily PSUs/RSUs tied to EPS and rTSR, reinforcing pay-for-performance without option usage .
- No pension/gross-ups; clawback and anti-hedging/pledging in place; no single-trigger vesting—governance-friendly features .
Perquisites and Deferred Compensation (2024)
| Item | Amount ($) |
|---|---|
| Automobile allowance | 18,024 |
| Life insurance premiums | 1,273 |
| 401(k) company contributions | 10,350 |
| Non-qualified Deferred Compensation Plan (incl. company contribution) | 100,000 (company contribution component included) |
| Total “All Other Compensation” | 129,647 |
Performance & Track Record (Company context under current leadership)
- 2024 delivered all-time high revenue $786.6M, net income $31.5M, and Adjusted EBITDA $116.6M (14.8% margin); operating income rose 80% YoY to $52.2M; diluted EPS $2.10 (Adjusted $3.27) .
- Relative TSR outperformed proxy peers and ranked in the 79th percentile vs. Russell 2000 over 2022–2024; stock up 22% in 2024; market cap +24% in 2024 .
- Backlog just over $1B; awards/recognitions from Gulfstream, Lockheed, Northrop, BAE; execution on off-loading and footprint consolidation expected to yield $11–$13M annualized savings when complete .
Governance, Policies, Shareholder Feedback (Context)
- Stock ownership guidelines: CEO 5x salary; other NEOs 3x salary; NEOs compliant or on path to compliance .
- Clawback (NYSE Rule 10D-1 compliant) adopted Aug 2023; no hedging or pledging permitted .
- Say-on-Pay: 88.3% support in 2024; two-year average 94% .
- No related-party transactions since start of 2024 above threshold .
Multi-Year Compensation (Summary Compensation Table)
| Year | Salary ($) | Stock Awards ($) | Non-Equity Incentive Plan ($) | All Other ($) | Total ($) |
|---|---|---|---|---|---|
| 2022 | 471,502 | 613,160 | 500,500 | 28,193 | 1,613,355 |
| 2023 | 493,156 | 669,690 | 635,178 | 28,981 | 1,827,005 |
| 2024 | 525,388 | 954,805 | 873,195 | 129,647 | 2,483,035 |
Vesting Calendar (key upcoming events)
- RSUs: 06/22/2022 grant final tranche on 06/22/2025; 05/08/2023 grant tranches on 05/08/2025 and 05/08/2026; 05/14/2024 grant tranches on 05/14/2025, 05/14/2026, 05/14/2027 .
- PSUs: 2023 grants vest/settle based on 2025 performance in Q1’26; 2024 grants vest/settle based on 2024–2026 EPS and rTSR in Q1’27 (subject to rTSR cap/floor rules) .
Employment Terms (Additional Details)
- Severance framework rationale: agreements refreshed in 2024 to reflect market practice; retention focus; no tax gross-ups .
- Qualifying termination definition includes good reason; double-trigger CIC window: 3 months pre- to 24 months post-CIC .
Investment Implications
- Pay-for-performance alignment is strong: AIP heavily weighted to Operating Income and Cash Flow, with PSU EPS targets and rTSR modifier, which should sustain operating discipline and margin expansion efforts; 2024’s 277% AIP payout underscores execution momentum but sets a high bar for future payouts .
- Limited insider selling pressure indicators: Time-based RSU vesting dates in 2025–2027 create settlement events, but pledging/hedging are prohibited and stock ownership guidelines (3x salary) promote retention; nevertheless, monitor Form 4s around vest dates and Q1 settlements for PSU cycles (Q1’26, Q1’27) .
- Retention risk appears contained: Competitive base, high at-risk mix, robust LTI runway, and double-trigger CIC protections (2x salary/bonus for NEOs) reduce flight risk for a key operator with deep aerospace supply chain expertise .
- Governance quality is solid: No single-trigger equity acceleration, no gross-ups, clawback in place, and strong Say-on-Pay support—all supportive for investors assessing compensation risk and alignment .