Ryan D. Campbell
DEERE &About Ryan D. Campbell
Ryan D. Campbell (49) is President, Worldwide Construction & Forestry Division and Power Systems (since 2022), after serving as Senior Vice President and Chief Financial Officer (2019) and Deputy Financial Officer (2018) at Deere & Company, indicating deep finance and operating experience across the enterprise . Company performance through fiscal 2024 featured cyclical moderation with net sales and revenues of $51.72B (down 16% YoY), net income of $7.10B (down 30%), and a 13% YoY share price increase to $407.93 at FY24-end; Deere’s 3‑year TSR was 24%, contextualizing incentive outcomes that emphasized value creation through the cycle .
Past Roles
| Organization | Role | Years | Strategic impact |
|---|---|---|---|
| Deere & Company | President, Worldwide Construction & Forestry and Power Systems | 2022–present | Executive leadership over Construction & Forestry and Power Systems segments |
| Deere & Company | Senior Vice President and Chief Financial Officer | 2019–2022 | Enterprise-wide financial leadership during record profitability upcycle |
| Deere & Company | Deputy Financial Officer | 2018–2019 | Finance leadership and transition to CFO role |
Fixed Compensation
| Item | FY2022 | FY2023 | FY2024 |
|---|---|---|---|
| Salary paid ($) | $890,703 | $931,140 | $968,764 |
| Item | Amount |
|---|---|
| Base salary rate as of Oct 29, 2023 | $934,493 |
| Salary increase (effective Dec 1, 2023) | 4.00% |
| Base salary rate as of Dec 1, 2023 | $971,880 |
| Target STI rate (other NEOs) | 100% of base salary |
| Short-term incentives are paid in cash | Yes |
Performance Compensation
Short‑Term Incentive (STI) – FY2024
| Metric | Weighting | 2024 results | Payout vs target | Vesting/Timing |
|---|---|---|---|---|
| OROA (Equip. Ops.) | 50% | 35.9% | 180.0% overall STI payout | Cash, annually |
| OROS (Equip. Ops.) | 40% | 18.2% | 180.0% overall STI payout | Cash, annually |
| ROE (Financial Services) | 10% | 9.6% | 180.0% overall STI payout | Cash, annually |
| Campbell STI award ($) | — | — | $1,743,776 | Paid in cash |
Long‑Term Incentive (LTI) – Equity Grants (December 13, 2023)
| Component | Grant date | Shares/Units | Terms | Grant-date value |
|---|---|---|---|---|
| RSUs | 12/13/2023 | 2,745 | Vest 34%/33%/33% over 3 years | $1,034,892 |
| PSUs (target) | 12/13/2023 | 5,490 target; 1,372–10,980 range | 3-yr cliff; 50% relative revenue growth, 50% relative TSR; 0–200% payout | $2,007,666 |
| Options | 12/13/2023 | 10,554 | Strike $377.01; vest 34%/33%/33%; expire 12/13/2033 (10-year term) | $1,034,714 |
Additional LTI design/context
- FY2024 mix for executive officers: 50% PSUs, 25% RSUs, 25% options .
- LTI base-level award for Campbell: $3.6M; performance adjustment 115% → adjusted award $4.14M .
- FY2024 PSU performance targets: relative revenue growth and relative TSR with percentile-to-payout schedule (25th=25%, 50th=100%, ≥75th=200%) .
Recent long‑term performance outcomes
- PSUs vesting FY2024 (2022–2024 period): Revenue growth vs peers at 42nd percentile → 76% payout .
- LTIC (legacy cash plan, discontinued for new cycles in 2024): 2022–2024 period SVA of $20.9B → 200% payout; rTSR 54th percentile, but at cap .
- Campbell’s FY2024 LTIC payout: $2,034,405 (Eligible earnings $968,764; target 105% of salary; 200% of target) .
Multi‑Year Total Compensation (as reported)
| Metric | FY2022 | FY2023 | FY2024 |
|---|---|---|---|
| Salary ($) | $890,703 | $931,140 | $968,764 |
| Stock awards ($) | $1,976,834 | $2,892,182 | $3,042,558 |
| Option awards ($) | $1,089,021 | $1,092,089 | $1,034,714 |
| Non‑equity incentive plan comp ($) | $2,800,637 | $1,729,033 | $1,743,776 |
| All other compensation ($) | $239,977 | $190,867 | $280,461 |
| Total ($) | $6,997,172 | $6,985,570 | $7,549,341 |
Equity Ownership & Alignment
| Ownership/awards | Amount |
|---|---|
| Shares beneficially owned | 21,358 |
| Exercisable options | 29,836 |
| RSUs not vested (and market value) | 6,180; $2,521,008 |
| PSUs unearned/not vested (and market value) | 2,749; $1,121,400 |
| Unexercisable options | 19,905 |
| 2024 stock awards vested (RSUs; PSUs) | 2,892 RSUs; 7,320 PSUs |
| 2024 value realized on vesting | $3,728,772 |
Ownership policy and trading constraints
- Stock ownership guidelines: CEO 6.0x salary; other NEOs 3.5x salary; NEOs have achieved required stockholdings or are within the 5-year compliance period .
- Anti‑hedging and anti‑pledging: Directors and officers are prohibited from hedging, holding in margin accounts, or pledging Deere stock .
Note on options moneyness: FY24 year‑end share price ($407.93) exceeded the 12/13/2023 grant strike ($377.01), indicating in‑the‑money status as of FY24 year‑end .
Employment Terms
- Employment agreements: NEOs (including Campbell) do not have employment agreements; severance guidelines provide 0.5 month salary per full year of service up to 12 months (paid lump‑sum or salary continuance; larger amounts paid lump‑sum per 401(a)(17) limit) .
- Clawback: Incentive Compensation Recovery Policy in line with SEC/NYSE requires recoupment upon accounting restatement if incentive comp would have been lower based on restated results .
Termination and CIC economics (as of FY2024)
-
Change in Control (CIC) and Qualifying Termination (double trigger):
- Salary multiple (senior officers): 2x salary and 2x target STI; prorated current‑year STI also payable .
- Equity: RSUs/PSUs do not accelerate on CIC alone; upon CIC+qualifying termination, unvested RSUs cash‑out and PSUs cash‑out at target .
- Campbell illustrative amounts: Salary $1,943,760; STI $1,937,529; LTIC $1,496,357; Stock awards $7,397,403; Stock options $586,769; Benefits $39,576; Plans $269,780; Total $13,671,174 .
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Other termination scenarios (Campbell) – total payments:
- Death: $12,803,621
- Disability: $35,502,001
- Termination without cause: $8,281,345 (incl. Salary $728,910; STI $1,743,776; LTIC $2,034,405; Deferred comp $1,955,628; Pension $1,818,626)
- For cause or voluntary separation: $7,552,435
- Treatment of RSUs/PSUs upon death/disability/retirement vs. other terminations is detailed (e.g., prorations, continued PSU measurement, or forfeitures) .
Deferred compensation and pensions
- Nonqualified Defined Contribution Restoration Plan (DCRP) – Campbell FY2024 executive contributions $142,068; company contributions $236,780; aggregate balance $1,955,628 (balances use S&P 500 proxy returns; unfunded plan) .
Say‑on‑Pay & Shareholder Feedback
| Annual Meeting | Outcome | For | Against | Abstain | Broker Non‑Votes |
|---|---|---|---|---|---|
| 2024 (Feb 28, 2024) | Approved | 186,037,110 | 14,543,702 | 819,810 | 35,486,770 |
| 2025 (Feb 26, 2025) | Approved | 182,402,618 | 21,861,673 | 802,234 | 31,663,030 |
Investment Implications
- Pay‑for‑performance alignment: STI weightings (OROA 50% / OROS 40% / ROE 10%) and LTI emphasis on performance equity (PSUs 50%) tie outcomes to asset efficiency, margins, and relative growth/TSR; FY2024 STI paid at 180%, PSUs for 2022–2024 paid at 76%, and LTIC (legacy) paid at 200% based on strong SVA, evidencing robust but cycle‑sensitive alignment .
- Retention vs selling pressure: Significant unvested equity (6,180 RSUs; 2,749 PSUs unearned; 19,905 unexercisable options) and a multi‑year vesting runway support retention; anti‑pledging/hedging reduces forced‑sale risk; 12/13/2023 options were in‑the‑money at FY24‑end, creating potential exercise activity around vesting windows .
- Governance quality: No employment contract, market‑standard severance guidelines, double‑trigger CIC equity treatment, and a compliant clawback policy, alongside consistent Say‑on‑Pay approvals, collectively indicate shareholder‑aligned structures that limit windfalls while maintaining retention .
- Performance context: FY2024 cyclical moderation (revenue and earnings down; stock +13%) and 3‑year TSR of 24% frame incentive outcomes; PSU reliance on relative metrics mitigates macro cyclicality risk in pay outcomes .