Christopher Drumgoole
DXC TechnologyAbout Christopher Drumgoole
Christopher R. Drumgoole (age 50) is Executive Vice President, Global Infrastructure Services at DXC. He has served as a DXC executive officer since 2021 and in his current role since April 2023; prior DXC roles include EVP & COO (Aug 2021–Apr 2023) and EVP & CIO (Apr 2020–Aug 2021) . Company performance context during FY2025: revenue $12,871 million (organic revenue growth -4.6%), EBIT $696 million (Adjusted EBIT $1,019 million; Adjusted EBIT margin 7.9%), net income $396 million, and Free Cash Flow $687 million; three-year PSU TSR measurement for FY2023–FY2025 registered -45.56% (6th percentile vs peer set), while cumulative FCF over FY2023–FY2025 was ~$2.18 billion and earned the maximum FCF PSU factor .
Past Roles
| Organization | Role | Years | Strategic impact |
|---|---|---|---|
| DXC Technology | EVP, Global Infrastructure Services | Apr 2023–present | Leads global infrastructure services (formerly Cloud Infrastructure and ITO) . |
| DXC Technology | EVP & COO | Aug 2021–Apr 2023 | Enterprise operations leadership at DXC . |
| DXC Technology | EVP & CIO | Apr 2020–Aug 2021 | Led DXC’s technology operations as CIO . |
| GE | Chief Information Officer | May 2018–Apr 2020 | Led global technology operations (applications, infrastructure, shared services) . |
| GE | Chief Technology Officer | Apr 2014–Apr 2018 | Technology leadership across GE . |
| Verizon (Terremark subsidiary) | Chief Operating Officer | Jan 2012–Apr 2014 | COO at cloud/hosting/data center provider Terremark . |
External Roles
| Organization | Role | Years | Notes |
|---|---|---|---|
| Kodiak Gas Services | Director | Current | Serves on the Board of Directors . |
| Florida International University College of Engineering & Computing | Advisory Board | Current | Advisory Board member . |
| ONUG (Open Networking User Group) | Director | Current | Board of Directors member . |
| PetSmart | Director | Former | Previously served on Board of Directors . |
Fixed Compensation
| Metric | FY2023 | FY2024 | FY2025 |
|---|---|---|---|
| Base Salary ($) | 673,077 | 700,000 | 800,000 |
| Target Bonus % of Salary | — | 125% (prior design) | 135% (increased by 10 pts for FY2025; prorated from May 1, 2024) |
| Target Bonus ($) | — | 875,000 | 1,068,904 (prorated) |
| Actual Annual Cash Incentive Paid ($) | 462,000 | 516,250 | 1,010,000 (business-adjusted pool 94%) |
Notes:
- FY2025 corporate pool funded at 91% of target; for Drumgoole, payout funding was 94% based on his business offering performance .
Performance Compensation
Annual Incentive Plan (FY2025)
| Metric | Weight | Target | Actual | Payout factor |
|---|---|---|---|---|
| Organic Revenue Growth % | 50% | (3.1%) | (4.6%) | 85.1% |
| Adjusted EBIT Margin % | 50% | 8.0% | 7.9% | 96.0% |
| Calculated Pool Funding | — | — | — | 91% |
- Drumgoole’s individual payout applied a 94% business funding factor to his target (no individual discretion used for NEOs) .
Long-Term Incentive Design (granted May 21, 2024; FY2025–FY2027 cycle)
- PSUs: 100% cumulative Free Cash Flow over 3 years, with a ±20% modifier based on relative TSR; 3-year cliff vesting .
- RSUs: Time-based, vest one-third annually over three years .
| Grant (5/21/2024) | Type | Target/Granted (#) | Grant date fair value ($) |
|---|---|---|---|
| Regular-cycle LTI | PSUs (target) | 180,620 | 2,958,556 |
| Regular-cycle LTI | RSUs | 120,413 | 1,915,771 |
Prior PSU Cycle (FY2023–FY2025 performance; settled May 21, 2025)
| Component | Target (#) | Achievement | Earned/Vested (#) |
|---|---|---|---|
| Cumulative FCF (50% weight) | 17,013 | 200% | 34,026 |
| Relative TSR (50% weight) | 17,012 | 0% (DXC 3-yr TSR -45.56%, 6th percentile) | 0 |
Equity Ownership & Alignment
| Item | Detail |
|---|---|
| Beneficial ownership | 221,537 DXC shares; less than 1% of outstanding . |
| Outstanding unvested equity (3/31/2025) | RSUs: 7,560 (2022 grant), 37,863 (2023 grant), 120,413 (2024 grant); PSUs unearned: 85,193 (FY2024 PSUs at target), 90,310 (FY2025 PSUs at threshold shown) . |
| Option awards | None granted; no options outstanding for NEOs . |
| Stock ownership guidelines | Executive officers must hold DXC stock equal to 3x base salary; 5-year compliance window; unvested PSUs excluded from counting . |
| Hedging/pledging | Hedging prohibited; no short sales, no margin accounts, and no pledging of DXC securities allowed for employees/officers/directors . |
| 2025 stock vested | 75,153 shares vested for Drumgoole in FY2025 (value realized $1,192,132) . |
Vesting cadence:
- RSUs granted 5/21/2024 vest one-third annually on the first three anniversaries of the grant date; PSUs from that grant vest following the three-year performance period (FY2027), subject to performance and the rTSR modifier .
Employment Terms
| Topic | Key terms |
|---|---|
| Non‑Change‑of‑Control severance | 1x base salary + target bonus (lump sum) upon termination without Cause; also available upon resignation for Good Reason per offer letter; 12 months COBRA subsidy eligibility . |
| Change‑of‑Control severance | Double trigger; 2x multiple of (base + bonus per plan formula), pro‑rata bonus, and 24 months benefits continuation under the CoC plan for senior management; unvested RSUs/PSUs vest at greater of target or actual to date upon qualifying termination post‑CoC . |
| Potential payments (illustrative, as of 3/31/2025) | CoC Qualifying Termination: Cash $4,840,000; COBRA $77,688; equity acceleration (perf) $5,112,255; equity acceleration (service) $2,827,504; total $12,857,447 . Non‑CoC termination without Cause/for Good Reason: Cash $1,880,000; COBRA $38,844; total $1,918,844 (equity per plan continues/forfeits per terms; table shows no immediate equity value) . Death/Disability: Equity acceleration illustrative value (perf) $2,575,010; (service) $2,827,504 . |
| Clawback | Amended and restated Compensation Recovery Policy effective Oct 2, 2023 in line with SEC/NYSE rules; applies to erroneously-awarded incentive compensation on accounting restatements; prior policy covered fraud/illegal conduct leading to restatement . |
| Restrictive covenants | Equity agreements include non‑competition, non‑solicitation, and non‑disclosure forfeiture provisions . |
Performance Context and Track Record
| Metric (FY2025 unless noted) | DXC outcome |
|---|---|
| Revenue ($ millions) | 12,871 |
| Organic revenue growth (%) | -4.6% |
| EBIT ($ millions) | 696 |
| Adjusted EBIT ($ millions) | 1,019; Adjusted EBIT margin 7.9% |
| Net income ($ millions) | 396 |
| Cash from Operations ($ millions) | 1,398 |
| Free Cash Flow ($ millions) | 687 |
| Three‑year PSU TSR performance (FY2023–FY2025) | -45.56% TSR, 6th percentile vs peer group; rTSR PSU component paid 0% |
| Three‑year cumulative FCF (FY2023–FY2025) | ~$2.18 billion; FCF PSU factor at 200% for FY2023 PSU cycle |
Compensation Structure Analysis
- Pay mix emphasizes at-risk equity: FY2025 LTI delivered as 60% PSUs / 40% RSUs for non-CEO NEOs; PSUs tied 100% to cumulative FCF with ±20% rTSR modifier, three-year cliff; RSUs time-vest over three years .
- Annual bonus rigor: Two objective metrics with equal weight (Organic Revenue Growth %, Adjusted EBIT Margin %); FY2025 pool funded at 91% (below target); Drumgoole’s business funding at 94% .
- Governance protections: 3x salary stock ownership guideline; robust clawback; anti‑hedging/anti‑pledging; annual risk assessments of compensation programs .
Related Party Transactions and Governance Red Flags
- Related party transactions: None requiring disclosure for FY2025 under DXC policy .
- Options repricing: None; no NEO stock options granted .
- Say‑on‑Pay support: 89% approval at 2024 annual meeting .
Investment Implications
- Alignment and retention: High share of performance‑based equity (PSUs) and 3-year cliff vesting support long-term alignment; non‑CoC severance of 1x base+target and double‑trigger CoC (2x) are market‑standard, with equity acceleration only on qualifying terminations—mitigating windfall risks while aiding retention .
- Cash focus vs TSR risk: PSU design’s 100% weighting to cumulative FCF (with a capped rTSR modifier) aligns pay to cash generation—supportive in downturns—but offers limited direct sensitivity to relative TSR; FY2023 cycle outcome (max FCF, 0% rTSR) exemplifies strong cash delivery amid weak equity performance .
- Potential selling pressure: Significant time‑vested RSUs scheduled annually (e.g., 120,413 granted in 2024 vesting over three years) may create periodic liquidity events upon vesting; hedging/pledging prohibitions and ownership guidelines temper adverse alignment concerns .
- Governance quality: Clawback compliant with SEC/NYSE rules; explicit anti‑hedge/pledge; no related‑party transactions disclosed—collectively supportive of compensation risk management .