Leland Weaver
President, Water & Protection at DD
Executive
About Leland Weaver
Leland G. Weaver is DuPont’s President, Water & Protection, a role he has held since September 2021 after previously serving as Vice President, Investor Relations. He joined DuPont in 2003 and has held leadership roles across manufacturing, strategy, marketing and sales, and finance; he holds a B.S. in Chemical Engineering from the University of Alabama and an MBA from The Wharton School, University of Pennsylvania . As of 2023, DuPont listed his age as 42 . His 2024 short‑term incentive payout was 110.8% of target, reflecting balanced corporate and segment performance metrics, and the 2022–2024 PSU cycle paid 84.67% on targets with no TSR modifier adjustment (43.3rd percentile modifier of 1), indicating moderate long‑term performance alignment .
Past Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| DuPont de Nemours, Inc. | President, Water & Protection | Sep 2021–present | Leads Water & Protection segment through portfolio transformation and operational execution |
| DuPont de Nemours, Inc. | Vice President, Investor Relations | — | Capital markets interface; supported strategic transformations and investor communications |
| DuPont de Nemours, Inc. | Various leadership roles across manufacturing, strategy, marketing & sales, finance | Since 2003 | Cross‑functional leadership across multiple businesses |
External Roles
No external board roles or committee positions for Mr. Weaver were disclosed in the proxy. Skip.
Fixed Compensation
| Metric | 2022 | 2023 | 2024 |
|---|---|---|---|
| Base Salary ($) | 550,000 | 550,000 | 591,667 |
| Perquisites & Other Personal Benefits ($) | 116,432 | 95,009 | 10,000 (financial planning) |
| Company Contributions to Defined Contribution Plans ($) | — | — | 79,881 |
| Non‑Qualified Deferred Comp – Executive Contributions ($) | — | 37,013 (2023) | 32,554 (2024) |
| Non‑Qualified Deferred Comp – Company Contributions ($) | — | 55,519 (2023) | 48,831 (2024) |
| Non‑Qualified Deferred Comp – Aggregate Balance ($) | — | 314,661 (12/31/2023) | 446,581 (12/31/2024) |
| Pension Restoration Plan – Credited Service (years) | — | — | 14.29 |
| Pension Restoration Plan – Present Value ($) | — | — | 34,628 |
Performance Compensation
| Component | Design | Metric Weighting | Target | Actual/Payout | Vesting |
|---|---|---|---|---|---|
| Short‑Term Incentive (STIP) 2024 | Corporate and segment balanced | Corporate Adjusted EPS 50%; Segment Organic Revenue 20%; Segment Operating EBITDA 15%; Segment Adjusted FCF 15% | $600,000 (100% of salary) | $664,800 payout; 110.8% payout factor; IPF 100% | Cash, paid for 2024 performance |
| 2024 RSU Grant | 40% of LTI; retention focus | N/A | 10,227 shares; $700,038 grant‑date fair value | N/A | Vests 1/3 each on 1st, 2nd, 3rd anniversaries of 2/15/2024 grant |
| 2024 PSU Grant | 60% of LTI; performance focus | Adjusted ROIC; Adjusted Corporate Net Income; TSR modifier | 7,670 target units; $1,075,181 grant‑date fair value | Earned at end of 3‑yr performance period; shown at target until certification | 3‑year performance period; payout based on certified results |
| 2022–2024 PSU Results | Company PSU cycle outcomes | Adjusted ROIC (50%): Target 24.20%, Actual 23.67%, 82.33% payout | See left | Average Adjusted Corporate Net Income annual payout 87.0%; Relative TSR modifier 1 (43.3 percentile) | Units earned; Weaver earned 10,154 PSUs (84.67% of 11,993 target) |
Summary Compensation Table
| Year | Salary ($) | Stock Awards ($) | Non‑Equity Incentive ($) | All Other Compensation ($) | Total ($) |
|---|---|---|---|---|---|
| 2022 | 550,000 | 1,278,439 | 396,880 | 116,432 | 2,641,760 |
| 2023 | 550,000 | 1,539,714 | 295,900 | 95,009 | 2,482,566 |
| 2024 | 591,667 | 1,775,219 | 664,800 | 89,881 | 3,121,567 |
Stock Vested in 2024
| Name | Shares Acquired on Vesting (#) | Value Realized on Vesting ($) |
|---|---|---|
| Leland Weaver | 21,220 | 1,479,977 |
Equity Ownership & Alignment
| Item | Detail |
|---|---|
| Beneficial Ownership (3/14/2025) | 16,184 current shares; rights to acquire 56,206; total 72,390; <1% of shares outstanding (418,495,029) |
| Outstanding Equity at 12/31/2024 | RSUs unvested: 10,426 units; market value $794,953; PSUs unearned: 15,340 target units; market value $1,169,675 |
| Options (DD) | Exercisable counts/strikes/terms: 2/03/2016 (2,815 @ $66.21, exp 2/02/2026); 2/02/2017 (3,866 @ $85.81, exp 2/01/2027); 2/15/2018 (1,293 @ $103.76, exp 2/14/2028); 8/05/2019 (8,439 @ $66.06, exp 8/04/2029); 2/19/2020 (2,602 @ $53.50, exp 2/18/2030); 3/02/2021 (2,956 @ $72.98, exp 3/01/2031); 9/01/2021 (13,756 @ $73.44, exp 8/31/2031); 2/23/2022 (11,488 exercisable; 5,744 unexercisable @ $75.05, exp 2/22/2032) |
| Options (DOW, CTVA) | DOW 2/15/2018: 1,293 @ $72.78 exp 2/14/2028; CTVA 2/15/2018: 1,293 @ $41.94 exp 2/14/2028 |
| Vesting Mechanics | RSUs vest 1/3 annually over 3 years; PSUs vest based on 3‑year performance; options vest 1/3 annually over 3 years |
| Ownership Guidelines | Other NEOs required 3x salary; retention ratio 75% of net shares until guideline met; PSUs/options excluded from compliance; as of 12/31/2024 all NEOs met/exceeded or were within 5‑year window |
| Hedging/Pledging | Officers prohibited from hedging or pledging (including margin accounts) |
| Section 16(a) Compliance | One late filing for Weaver in 2024 due to inadvertent administrative error |
Employment Terms
| Provision | Economics/Terms |
|---|---|
| Planned Departure | Will leave upon consummation of Electronics Separation; interim role leading Diversified Solutions businesses; departure treated as separation without cause under SESP |
| Severance (No CIC) | Lump sum equals 1.5x (base + target bonus); for Weaver: $2,400,000 assumed at target bonus; continued health/dental, financial counseling/tax prep, outplacement for 1.5 years |
| Severance (CIC, double trigger) | Lump sum equals 2.0x (base + target bonus); for Weaver: $3,000,000 assumed at target bonus; continued benefits for 2 years |
| LTI Acceleration (No CIC / CIC) | $1,830,335 (no CIC) / $3,703,234 (CIC) acceleration value at 12/31/2024 |
| Other Benefits | Health & welfare: $19,294 (no CIC) / $25,726 (CIC); Outplacement/financial planning: $23,071 (both) |
| Non‑Compete/Non‑Solicit | 12 months; release required; non‑disparagement and confidentiality provisions included |
| Retirement Treatment | For age 55/10 yrs service: prorated RSUs/PSUs; options vesting continuation with modified expirations; retirement within 12 months of grant generally forfeits awards (six months for Mr. Breen) |
| Divestiture Treatment | If termination due to divestiture: prorated vesting of unvested options and RSUs; PSUs remain on original period, prorated |
Compensation Structure Analysis
- Increased LTI target for Weaver in 2024 to improve market competitiveness; 2024 LTI delivered 60% PSUs and 40% RSUs, emphasizing at‑risk pay aligned to performance and retention .
- DuPont removed stock options from new LTI awards beginning in 2023, shifting risk profile toward RSUs while maintaining performance PSUs; Weaver still holds legacy options from pre‑2023 grants .
- 2024 STIP design maintained equal corporate/segment emphasis with metrics spanning EPS, organic revenue, operating EBITDA, and adjusted FCF; Weaver’s payout at 110.8% indicates above‑target on composite outcomes without discretionary uplift (IPF 100%) .
- Robust clawback policy expanded in June 2023 to incorporate NYSE/Dodd‑Frank requirements and broader “Misconduct” recoupment beyond minimums .
Performance & Track Record
- 2024 STIP Payout: 110.8% of target for Weaver ($664,800), reflecting strong execution across corporate and segment financial measures .
- 2022–2024 PSU Cycle: 84.67% payout; Adjusted ROIC result below target (23.67% vs 24.20%), with average Adjusted Corporate Net Income at 87% and TSR modifier neutral (43.3 percentile) .
- Value Realization: 21,220 shares vested in 2024 with $1,479,977 realized, showing material equity monetization aligned to multi‑year performance cycles .
Equity Ownership & Alignment (Detail table)
| Ownership Component | Amount | Notes |
|---|---|---|
| Current Shares Beneficially Owned | 16,184 | Direct/plan holdings |
| Rights to Acquire (within May 13, 2025) | 56,206 | Includes stock options/settleable awards |
| Total Beneficial Ownership | 72,390 | Less than 1% of outstanding shares |
| Unvested RSUs (12/31/2024) | 10,426 units; $794,953 market value | Vests in thirds annually |
| Unearned PSUs (12/31/2024) | 15,340 target units; $1,169,675 market value | Payout tied to 3‑yr results |
| Shares Pledged | Prohibited by policy | Anti‑pledging in effect |
| Ownership Guideline Compliance | Company states all NEOs met/exceeded or within 5‑yr window; multiple for Other NEOs is 3x salary | 75% net share retention until met |
Employment & Contracts (Key terms table)
| Term | Detail |
|---|---|
| SESP coverage | Eligible for severance both pre/post CIC; double‑trigger for CIC |
| Non‑compete | 12 months post‑separation |
| Non‑solicit | 12 months post‑separation |
| Release requirement | Required for severance payment |
| Garden leave | Not disclosed. Skip. |
| Post‑termination consulting | Not disclosed. Skip. |
Compensation Peer Group (Benchmarking)
| Peer Companies Used for 2024 Compensation Benchmarking |
|---|
| 3M; AMETEK; Corning; Danaher; Dover; Eaton; Ecolab; Emerson; Fortive; Honeywell; Illinois Tool Works; Johnson Controls; Medtronic; Parker‑Hannifin; Rockwell Automation; RPM; TE Connectivity; Xylem |
Risk Indicators & Red Flags
- Anti‑hedging/anti‑pledging policies for officers reduce misalignment risk .
- One late Section 16 filing for Weaver in 2024 (administrative error) is minor but noteworthy for process control .
- SESP severance creates potential selling pressure around separation timing; Weaver’s announced departure upon Electronics Separation increases near‑term vesting/award acceleration exposure .
Investment Implications
- Alignment: Weaver’s pay mix is highly at‑risk, with 60% PSU and 40% RSU in LTI, and STIP tied to EPS, organic revenue, segment EBITDA, and FCF, supporting operational and capital discipline .
- Retention risk: Announced departure upon Electronics Separation and SESP economics suggest potential near‑term equity acceleration and liquidity events; monitor Form 4s and award settlements around closing to gauge selling pressure .
- Performance signaling: 2024 STIP payout above target (110.8%) and 2022–2024 PSU payout at 84.67% indicate mixed long‑term outcomes (ROIC below target, net income improving in 2024); future PSU realizations will hinge on sustaining ROIC and net income targets through portfolio changes .
- Governance: Strong clawback, anti‑pledging, and ownership guidelines mitigate agency risk; absence of individual tax gross‑ups and clear double‑trigger CIC terms are shareholder‑friendly .