Antonella Franzen
Senior Vice President and Chief Financial Officer at DD
Executive
About Antonella Franzen
Antonella B. Franzen is Senior Vice President and Chief Financial Officer of DuPont, appointed effective June 1, 2024; she is 49 years old and holds a B.S. in accounting from The College of New Jersey . Prior roles include CFO of DuPont’s Water & Protection segment (Feb 2022–May 2024), VP and Chief Investor Relations & Communications Officer at Johnson Controls (Apr 2018–Feb 2022), and earlier investor relations, corporate finance, and external reporting roles at Tyco International; she began her career at PwC in assurance advisory services . DuPont reported strong 2024 financial performance and is executing a strategic separation of the Electronics business targeted for Nov 1, 2025; executive incentives emphasize short-term corporate EPS and segment metrics, and long-term PSUs tied to Adjusted ROIC, Adjusted Corporate Net Income, with a Relative TSR modifier against the S&P 500 .
Past Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| DuPont (Water & Protection segment) | Chief Financial Officer | Feb 2022–May 2024 | Led segment finance ahead of portfolio transformation and planned separations |
| Johnson Controls International | VP, Chief Investor Relations & Communications Officer | Apr 2018–Feb 2022 | Led investor communications and IR through integration and portfolio actions |
| Tyco International | Investor relations, corporate finance, external reporting (various roles) | Not disclosed | Advanced finance leadership pre-merger with Johnson Controls |
| PwC | Assurance advisory services | Not disclosed | Audited large multinational industrial and pharmaceutical companies |
External Roles
| Organization | Role | Years | Notes |
|---|---|---|---|
| JELD-WEN Holding, Inc. | Director | Since 2024 | Current public company board member |
Fixed Compensation
| Component | 2024 Target | 2024 Actual | Notes |
|---|---|---|---|
| Base Salary ($) | 700,000 | 564,583 | Increased to $700,000 upon CFO appointment in May 2024 |
| Target Short-Term Incentive ($) | 700,000 (100% of base) | 783,300 paid (111.9% payout, 100% IPF) | STIP target raised with CFO appointment |
| Target Long-Term Incentive ($) | 1,700,000 | Stock awards grant-date fair value 2,301,503 | Off-cycle CFO grants approved May 22, 2024 |
| Target Total Direct Compensation ($) | 3,100,000 | Total compensation 3,712,455 | Reflects 2024 SCT values |
Performance Compensation
Short-Term Incentive Program (STIP) Design and 2024 Outcomes
| Metric | Weighting | Target/Payout Calculation | 2024 Outcome |
|---|---|---|---|
| Corporate Adjusted EPS | 50% | Company set annual goals; Committee oversight | Incorporated into 111.9% payout factor applied to NEOs |
| Segment Organic Revenue | 20% | Equal weighting overall with segment metrics | Included in payout factor |
| Segment Operating EBITDA | 15% | As above | Included in payout factor |
| Segment Adjusted Free Cash Flow | 15% | As above | Included in payout factor |
| Individual Performance Factor | Up to 150% | Committee discretion; capped total awards at 200% of target | Franzen IPF = 100% |
| 2024 STIP Result | Year-End Base ($) | STIP Target % | STIP Target ($) | Payout Factor | IPF | Total STIP Payout ($) |
|---|---|---|---|---|---|---|
| Franzen | 700,000 | 100% | 700,000 | 111.9% | 100% | 783,300 |
Long-Term Incentives (LTI) Structure and Grants
- Mix: 60% PSUs, 40% RSUs; majority performance-based; RSUs vest in three equal annual installments; PSUs cliff-vest after a 3-year performance period .
- PSU metrics: Adjusted ROIC and Adjusted Corporate Net Income; Relative TSR modifier versus S&P 500 .
- 2022 PSU cycle (companywide): Committee approved payout factor of 84.67% for the three-year period ending Dec 31, 2024 .
| Grant | Grant Date | Instrument | Shares/Units (#) | Grant-Date Fair Value ($) | Vesting Terms |
|---|---|---|---|---|---|
| Annual LTI (pre-CFO) | 2/15/2024 | RSU | 1,169 | 80,018 | 3 equal annual installments |
| Annual LTI (pre-CFO) | 2/15/2024 | PSU (Target) | 877 | 122,938 | 3-year performance period; cliff vest |
| Off-cycle CFO LTI | 5/31/2024 | RSU | 9,738 | 800,074 | 3 equal annual installments |
| Off-cycle CFO LTI | 5/31/2024 | PSU (Target) | 7,303 | 1,298,473 | 3-year performance period; cliff vest |
Equity Ownership & Alignment
| Ownership Metric | Value |
|---|---|
| Current shares beneficially owned | 6,810 |
| Rights to acquire (through May 13, 2025) | 520 |
| Total beneficial ownership | 7,330 |
| Shares outstanding (for context) | 418,495,029 |
| Stock ownership guideline | 3x base salary for executive officers (other than CEO) |
| Retention requirement | Retain 75% of net shares until guideline met |
| Anti-hedging/pledging | Directors and officers prohibited from hedging or pledging company securities |
| Compliance status | Each NEO met or exceeded guideline or is within 5-year window to meet it (as of Dec 31, 2024) |
Outstanding Equity Awards at Dec 31, 2024 (unvested/uneared):
| Award Type | Grant Date | Unvested/Unearned (#) | Market/Payout Value ($) |
|---|---|---|---|
| RSU | 2/25/2022 | 9,071 | 691,648 |
| RSU | 5/04/2023 | 1,034 | 78,877 |
| PSU (Target) | 5/04/2023 | 2,248 | 171,410 |
| RSU | 2/15/2024 | 1,192 | 90,867 |
| PSU (Target) | 2/15/2024 | 1,754 | 133,743 |
| RSU | 5/31/2024 | 9,876 | 753,045 |
| PSU (Target) | 5/31/2024 | 14,606 | 1,113,708 |
- Company grant practice: no stock options granted since fiscal year 2022; Committee does not presently intend to reintroduce options .
- Vesting schedules: RSUs vest in three equal installments on the first, second, and third anniversaries of grant; PSUs vest at the end of the performance period subject to metrics .
Employment Terms
| Provision | Details |
|---|---|
| CFO appointment | Effective June 1, 2024 |
| Compensation changes at appointment | Base salary increased to $700,000; STIP target increased to 100% of base; off-cycle equity grant with $2,000,000 target value (60% PSU/40% RSU) |
| Severance plan | Participant in Senior Executive Severance Plan (SESP) |
| Involuntary termination without cause (non-CIC) | Lump sum cash = 1.5x (base + target bonus) for NEOs other than CEO; continued health/dental, financial counseling/tax prep, outplacement for 1.5 years; release required; 12-month non-compete and non-solicit; non-disparagement/confidentiality |
| Change-in-control (CIC) | Double-trigger required; lump sum cash = 2x (base + target bonus) for NEOs other than CEO; continued benefits and services for 2 years |
| No single-trigger CIC or excise tax gross-ups | Not provided under governance practices |
Potential Payments (as of Dec 31, 2024):
| Scenario | Severance ($) | LTI Acceleration ($) | Health & Welfare ($) | Outplacement/Financial Planning ($) |
|---|---|---|---|---|
| Involuntary termination without cause | 2,800,000 | 1,357,708 | 36,329 | 23,071 |
| Change in control (double trigger) | 3,500,000 | 3,046,470 | 48,438 | 23,071 |
Clawback and Policies:
- Robust compensation clawback policy covers cash and equity; updated in June 2023 to align with NYSE/SEC requirements and preserves recoupment for misconduct beyond minimums .
- Hedging and pledging prohibited for directors and officers; executives subject to strict ownership guidelines and retention ratio .
Compensation Structure Analysis
- 2024 target total direct compensation set at $3.1 million with a heavier tilt to equity/at-risk pay; off-cycle LTI grant tied to CFO appointment increases equity-based retention incentives .
- No stock options granted since 2022; equity delivered via RSUs and PSUs, reducing leverage risk and repricing concerns .
- Short-term payout aligned to company performance with a 111.9% factor and no discretionary IPF for Franzen (100%), indicating performance-driven cash outcomes .
- PSU metrics emphasize ROIC and net income with a TSR modifier, reinforcing long-term value creation alignment rather than pure stock price outcomes .
Investment Implications
- Alignment: Strong pay-for-performance architecture with majority LTI in PSUs tied to ROIC and net income plus TSR modifier, and strict stock ownership and anti-hedging/pledging policies; Franzen’s 2024 compensation reflects heightened at-risk equity-linked incentives post-appointment .
- Retention risk: Participation in SESP with meaningful cash severance and LTI acceleration mitigates near-term turnover risk; non-compete/non-solicit provisions extend for 12 months post-termination, with double-trigger CIC protection .
- Selling pressure: Upcoming RSU vesting on the anniversaries of 2/15/2024 and 5/31/2024 grants and sizable unvested RSUs/PSUs exist, but the 75% net share retention requirement until ownership guideline compliance reduces near-term sell pressure from vesting events .
- Governance quality: No single-trigger CIC or excise tax gross-ups, no option repricing, and an updated clawback policy signal shareholder-friendly practices; peer benchmarking across multi-industrials (e.g., Honeywell, Danaher, Fortive) supports market-competitive pay without ratcheting through lower-quality peers .