Kevin Olsen
About Kevin Olsen
Kevin M. Olsen (age 53) is President, CEO, and Director of Dorman Products, serving as CEO since January 2019 and Director since 2019; he previously served as CFO, COO, and President at Dorman (joined 2016) and earlier held finance and operations roles at Colfax Fluid Handling (CFO 2013–2016), Precision Castparts, Crane, Netshape Technologies, Danaher, and PwC . Under Olsen’s leadership, 2024 net sales grew 4.1% to $2,009.2 million, diluted EPS rose 49.8% to $6.14, adjusted pre-tax income increased 53.1% to $286.3 million, and free cash flow was $191.6 million . Dorman highlighted operational initiatives, debt reduction, and share repurchases in 2024; pay vs performance shows Company TSR value at 172 vs a 100 base (2019) and peer index TSR at 81 for 2024 .
Past Roles
| Organization | Role | Years | Strategic impact |
|---|---|---|---|
| Dorman Products | Senior VP & CFO → EVP & CFO → President & COO → President & CEO | 2016–2019 (CFO/COO); CEO since Jan 2019 | Led finance, operations, and transition to CEO; provides unique insights to Board |
| Colfax Fluid Handling (Colfax Corp.) | Chief Financial Officer | 2013–2016 | Global manufacturing finance leadership |
| Precision Castparts; Crane; Netshape Technologies; Danaher | Various management roles | — | Progressive operating and financial roles across industrials |
| PricewaterhouseCoopers LLP | Public accounting | — | Foundational audit/accounting experience |
External Roles
| Organization | Role | Years |
|---|---|---|
| Twin Disc, Inc. | Director | 2022–present |
Fixed Compensation
| Year | Base Salary ($) | All Other Compensation ($) | Notes |
|---|---|---|---|
| 2024 | 950,000 | 52,740 | Includes 401(k) contributions/match and premiums; detail below |
| 2023 | 884,513 | 44,101 | — |
| 2022 | 807,404 | 41,561 | — |
Detail for 2024 All Other Compensation: 401(k) company contribution $20,700; 401(k) matching $18,827; executive life insurance premiums $2,527; executive disability insurance premiums $10,686 .
Performance Compensation
Annual Cash Bonus Program (Corporate Subplan structure and 2024 results)
| Metric | Weight | Threshold | Target | Maximum | Actual | Payout % |
|---|---|---|---|---|---|---|
| Adjusted Pre-Tax Income ($mm) | 50% | 187.0 | 215.1 | 233.8 | 286.3 | 200% |
| Net Sales ($mm) | 25% | 1,929.8 | 2,006.2 | 2,064.9 | 2,009.2 | 105% |
| Free Cash Flow as % of Net Income | 25% | 70% | 80% | 100% | 101% | 200% |
| Total weighted payout | — | — | — | — | — | 176% |
Olsen target bonus was 100% of base salary; his 2024 award was $1,672,000, or 176% of target (paid Q1 2025) .
Long-Term Equity Incentives (2024 design and grants)
| Type | Grant date | Target units | Vesting | Performance metrics |
|---|---|---|---|---|
| PRSU – RTSR component | Mar 4, 2024 | 9,395 | 3-year cliff (2026) | RTSR vs Nasdaq US Benchmark Auto Parts Index; 25th/50th/80th percentile → 50%/100%/200% payout; cap 400% of grant-date value |
| PRSU – ROIC component | Mar 4, 2024 | 9,395 | 3-year cliff (2026) | Avg ROIC thresholds 8.5%/10.5%/12.5% → 50%/100%/200% payout; cap 400% |
| Time-based RSU | Mar 4, 2024 | 18,790 | 33.33% per year starting first anniversary |
Prior PRSU results: 2022 PRSU (RTSR vs S&P Mid-Cap 400 Growth Index) paid 135.5% of target; Olsen vested 12,654 units in Feb 2025 .
Mix changes: In 2024 Dorman discontinued annual stock options, shifted to 50% PRSU (RTSR and ROIC) + 50% time-based RSU, and shortened RSU ratable vesting to 3 years from 4 years .
Multi-year Compensation Summary
| Year | Salary ($) | Stock Awards ($) | Non-Equity Incentive ($) | Total ($) |
|---|---|---|---|---|
| 2024 | 941,346 | 3,851,856 | 1,672,000 | 6,517,942 |
| 2023 | 884,513 | 2,087,453 | 603,000 | 4,219,066 |
| 2022 | 807,404 | 1,489,429 | 291,600 | 3,079,983 |
Pay vs Performance: CEO “compensation actually paid” was $12,318,453 in 2024; Company TSR value 172 vs peer index 81; net income $190,004k; adjusted pre-tax income $286,323k .
Equity Ownership & Alignment
| Item | Detail |
|---|---|
| Total beneficial ownership | 89,499 shares; less than 1% of outstanding |
| Options exercisable within 60 days | 45,325 shares (included in beneficial ownership per SEC rules) |
| Unvested RSUs (time-based) at 12/31/2024 | Multiple tranches outstanding; examples include 790, 2,335, 4,930, and 18,790 units; market values disclosed in proxy |
| Unearned PRSUs at 12/31/2024 | 2022: 18,678; 2023: 26,292; 2024 RTSR: 18,790; 2024 ROIC: 18,790; market values disclosed |
| Insider trading policy | Prohibits hedging, short sales, public options, margin accounts, and pledging of Dorman stock |
| Executive stock ownership guidelines | CEO must hold stock worth ≥5x base salary; all NEOs comply or have time remaining to comply |
| 2024 stock vesting realized | 6,445 shares vested, value realized $596,314; no option exercises reported for Olsen in 2024 |
| Deferred compensation balance | $660,104 (no 2024 deferrals; 2024 earnings $99,455) |
Employment Terms
| Provision | Key terms |
|---|---|
| Agreement | Amended & Restated Employment Agreement effective Dec 26, 2021; no fixed term; base salary initially $810,000 and subject to increases |
| Severance (non-CIC) | 150% base (paid over 18 months) + 150% target bonus (lump sum), pro-rata bonus, up to 18 months COBRA, up to 18 months outplacement; contingent on release |
| Severance (CIC window) | If terminated without cause or resigns for Good Reason within 3 months before or 24 months after CIC: 200% base + 200% target bonus (lump sum), pro-rata bonus, COBRA 18 months + potential extra 6 months employer portion, outplacement; contingent on release |
| Equity treatment (2018 Equity Plan) | Single-trigger equity acceleration on CIC: all unvested RSUs/Restricted Stock vest immediately; PRSUs vest at maximum; options/SARs become fully exercisable |
| Non-compete / Non-solicit | Agreement includes non-compete and non-solicit; clawback provision applies to compensation |
| Estimated CIC payout (illustrative, as of 12/31/2024) | Cash 200% base+bonus: $3,800,000; health $66,646; accelerated equity: $14,172,122; accelerated options: $780,223; pro-rata bonus $1,672,000; outplacement $50,000; total $20,540,991 |
Board Governance
- Roles: CEO and Director (not independent); Non-Executive Chairman is Steven L. Berman; Lead Independent Director is Richard T. Riley .
- Committee leadership: Audit Chair Riley; Compensation Chair Gavin; Corporate Governance & Nominating Chair Stakias; committees are composed solely of independent directors .
- Attendance: Board held 7 meetings in 2024; each incumbent director attended ≥75% of Board and committee meetings; all then-serving directors attended the annual meeting .
- Director compensation: Olsen receives no compensation for director service; director pay applies only to non-employee directors .
- Independence and oversight: Split Chair/CEO roles, independent Lead Director, quarterly executive sessions, robust governance practices .
Compensation Peer Group and Shareholder Feedback
- 2024 compensation benchmarking peer group (15 companies) includes Gentex, Visteon, Fox Factory, Standard Motor Products, Stoneridge, etc. .
- Say-on-pay: ~95% approval at the 2024 annual meeting; Board holds annual votes, aligning preferences expressed in 2023 (~99% favored annual frequency) .
Related Policies and Risk Controls
- Clawbacks: Company misconduct/restatement clawback (3-year lookback) and Nasdaq Rule 10D-1 compliant incentive compensation clawback adopted Oct 25, 2023 .
- Insider trading: Pre-clearance, blackout periods, optional Rule 10b5-1 plans permitted, strict prohibitions on hedging/pledging .
- Compensation risk assessment: Committee concluded programs do not promote excessive risk-taking; features include capped incentives, multi-metric design, ownership guidelines, and long vesting .
Performance Snapshot (Olsen’s tenure context)
| Metric | 2024 Value | YoY |
|---|---|---|
| Net Sales ($mm) | 2,009.2 | +4.1% |
| Gross Profit ($mm) | 806.4 | +17.6% |
| Net Income ($mm) | 190.0 | +47.0% |
| Diluted EPS ($) | 6.14 | +49.8% |
| Free Cash Flow ($mm) | 191.6 | +16.3% |
Operational highlights: debt repayment of $94 million; share repurchases of $78 million at ~$91; opened new Virginia Beach drive shaft facility; segment organization improvements .
Compensation Structure Analysis
- Shift from options to RSUs (2024): reduced use of options, increased RSU/PRSU mix with 3-year vesting and ROIC/RTSR metrics, tightening alignment with capital efficiency and relative performance .
- Strong at-risk pay: Majority of CEO target pay is variable; multi-metric annual bonus (adjusted PBT, net sales, FCF%) and multi-year PRSUs (RTSR and ROIC) .
- Equity acceleration risk: Single-trigger acceleration of equity on CIC (PRSUs at max), which can inflate change-of-control payouts and dilute contingent performance conditions .
- Clawbacks and anti-pledging: Robust clawback frameworks and ban on pledging mitigate misalignment and risk behaviors .
- Ownership guidelines: 5x salary requirement fosters alignment; compliance reported .
Vesting Schedules and Potential Selling Pressure
- Time-based RSUs: 2024 grant vests ratably on each anniversary of Mar 4, 2024 (33.33% per year) .
- PRSUs: 2023 cycle determines payouts in Q1 2026; 2024 cycle in Q1 2027; 2022 PRSU paid 135.5% in Feb 2025 (Olsen 12,654 shares), creating periodic supply windows .
- Policy mitigants: Anti-hedging/pledging and ownership guidelines temper short-term sell pressure and reinforce retention .
Employment Economics and Protections
- Good Reason triggers include material role diminutions, pay reductions beyond 15% across-the-board cases, reporting changes, and location changes; non-compete and non-solicit apply for 18 months post-termination .
- Severance quantification examples show sizable CIC-related acceleration and cash payments; non-CIC severance provides meaningful bridge support and benefits coverage .
Investment Implications
- Positive alignment: High proportion of at-risk pay with ROIC/RTSR PRSUs and FCF-linked annual bonus should continue to reinforce value creation and capital discipline; 2024 outperformance yielded 176% bonus payout, evidencing pay-for-performance mechanics .
- Watch equity acceleration: The single-trigger equity vesting at maximum on CIC could magnify payouts and create event-driven dilution; investors should factor this into M&A scenarios and governance evaluations .
- Selling pressure windows: Expect periodic supply around annual RSU anniversaries and Q1 PRSU certifications, especially following outsized PRSU payouts (e.g., 2022 PRSU at 135.5%); anti-pledging mitigates leveraged selling risk .
- Governance mitigants: Split Chair/CEO, Lead Independent Director, independent committee leadership, and strong say-on-pay support (~95%) reduce dual-role concerns and indicate shareholder confidence in compensation design .