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David Vinson

Senior Vice President/Innovative Pumping Solutions at DXP ENTERPRISES
Executive

About David C. Vinson

David C. Vinson is Senior Vice President, Innovative Pumping Solutions (IPS) at DXP Enterprises (DXPE), a role he has held since January 2006; he previously served as SVP/Operations (2000–2005) and VP/Traffic, Logistics & Inventory (1996–2000) after joining DXP in 1981. He is 74 years old. Company context for FY2024: sales ~$1.8 billion, net income $70.4 million, adjusted EBITDA $191.3 million, and ROIC 39%; shareholders saw a TSR index value of 207 in 2024 (from a $100 base), reflecting strong multi-year value creation and execution momentum in which IPS is a core segment .

Past Roles

OrganizationRoleYearsStrategic Impact
DXP EnterprisesSenior Vice President, Innovative Pumping Solutions2006–PresentLeads IPS solutions business, a core engine for engineered projects and growth within DXP’s portfolio .
DXP EnterprisesSenior Vice President, Operations2000–2005Oversaw enterprise operations during scale-up, integration, and efficiency initiatives .
DXP EnterprisesVP, Traffic, Logistics & Inventory1996–2000Managed logistics and inventory functions foundational to DXP’s service center/supply chain model .
DXP EnterprisesVarious roles1981–1996Progressive responsibilities across the company, building deep operating expertise .

External Roles

OrganizationRoleYearsStrategic Impact
Not disclosed in the company’s proxy filingsNo external directorships/roles disclosed for Mr. Vinson in the latest proxy .

Fixed Compensation

ComponentFY2024Notes
Base salaryNot disclosed (not an NEO)The Summary Compensation Table includes only Named Executive Officers (CEO, COO, CFO, CMO/CTO, CIO). Mr. Vinson is an executive officer but not an NEO; therefore, specific salary/bonus details are not provided in the proxy .
Target bonus %Not disclosed
Actual bonus paidNot disclosed

Performance Compensation

DXP’s disclosed executive incentive architecture (company-level design; individual details for Mr. Vinson are not disclosed in the proxy):

Incentive ElementMetric(s)TargetActual/ResultPayout MechanicsVesting
Short-Term Incentive (STI) for executives (company design)Profit before income tax split into Maintenance and Growth Incentive Factors (sliding scales, caps by role for NEOs)Company-/role-specific factors set annuallyCompany achieved record FY2024 sales and adjusted EBITDA; net income $70.4m (profit-based STI framework disclosed; no Vinson-specific payout disclosed) CEO: 5% of PBT, capped at 2× base salary; other NEOs: maintenance/growth factors with caps; Committee discretion on form of payout N/A (cash bonus) .
Long-Term Incentive (LTI)Restricted stock under 2016 Omnibus Plan; since 2021 tied to annual EBITDA targets to determine grant “size” (not options)FY2024 LTI target set off EBITDA target of $180m or 3.3% YoY growth from 2023 FY2024 Adjusted EBITDA $191.3m (company level) LTI opportunity mapped to threshold/target/maximum schedule (e.g., 70%→50% payout, 98%→100%, up to 135%→200%); grants awarded in March each year Restricted stock vests ratably 1/3 per year; no dividends on unvested RS .

Notes:

  • The compensation architecture, metrics, and vesting cadence are disclosed at the program level. The proxy does not provide individual STI/LTI numbers for Mr. Vinson because he is not an NEO .
  • DXP’s clawback policy applies to incentive-based compensation; hedging is prohibited; pledging is restricted (see Alignment/Policies) .

Equity Ownership & Alignment

ItemDetails
Beneficial ownership (shares)Approx. 10,310 shares following April 3, 2024 tax withholding (Form 4 sequence: 1,862-share grant on March 28, 2024; 766 shares withheld for taxes on April 3, 2024). Historical: 3,556-share sale on Dec 27, 2022 at $27.71 per share .
Ownership as % of shares outstandingUsing 15,694,140 common shares outstanding as of Apr 21, 2025, ~0.07% if 10.31k shares (illustrative; actual holdings may have changed after Apr 2024) .
Recent equity activityGrants: ~3.33k RS (Apr 5–6, 2023) and ~1.86k RS (Mar 28, 2024). Dispositions: tax withholdings (Mar 20, 2023; Apr 3, 2024) and open-market sale of ~3.56k @ $27.71 (Dec 27, 2022) .
Vested vs unvested, optionsDXP reported no NEO option awards outstanding; equity is primarily restricted stock with 1/3 annual vesting. Mr. Vinson’s specific unvested balance is not disclosed in the proxy (non-NEO). RS do not accrue dividends before vesting .
Hedging/pledging policiesHedging prohibited; pledging restricted—requires CFO approval; total insider pledging capped at 10% of outstanding common stock; margin accounts discouraged .
Clawback policyCompany-level clawback aligned to SEC/NASDAQ plus broader board authority to recover excess incentive pay upon restatements or misconduct .
Ownership guidelinesThe Compensation Committee “monitors” director and executive stock ownership; specific multiples/guidelines not detailed in the proxy .

Employment Terms

TermDisclosure for Mr. Vinson
Employment agreementNot disclosed in the proxy for Mr. Vinson (CEO agreement is disclosed; other NEOs have no severance/change-of-control cash benefits per proxy; non-NEOs like Mr. Vinson are not individually covered in the “Potential Payments” section) .
SeveranceProxy states none of the NEOs (other than CEO) are entitled to severance; no separate disclosure for Mr. Vinson. Acceleration of vesting may occur under the 2016 Omnibus Plan in certain events .
Change-of-controlNo cash CIC benefits disclosed for non-CEO NEOs; equity acceleration possible under the 2016 Omnibus Plan; no individual CIC agreement disclosed for Mr. Vinson .
Non-compete / non-solicit / garden leaveNot disclosed for Mr. Vinson in the proxy .
Clawback / conduct policiesCompany-wide clawback, insider trading/hedging restrictions apply to executives .

Additional Governance and Pay-for-Performance Context

  • Program design and improvements: DXP emphasizes variable pay, EBITDA-driven LTI sizing, and profit-before-tax for STI, with no tax gross-ups, and clawback adoption; LTI is all equity (no long-term cash) .
  • Company performance and TSR: FY2024 produced record sales and adjusted EBITDA; TSR index value reached 207 in 2024 versus 84 in 2023 and 69 in 2022, with net income rising from $48.1m (2022) to $70.4m (2024) and adjusted EBITDA from $126.8m (2022) to $191.3m (2024) .
  • Say-on-Pay support: 91% approval at the 2024 annual meeting, signaling broad shareholder support for the compensation program .

Investment Implications

  • Alignment: Mr. Vinson holds a modest direct equity stake (~10k shares post-April 2024), with ongoing RS grants that vest over three years—creating continued alignment but also predictable vesting/tax-related trading cadence that can modestly increase near-term insider selling pressure around vesting and tax events .
  • Retention/contract risk: The proxy discloses no severance or CIC cash benefits for non-CEO executives; combined with multi-decade tenure (since 1981) and age 74, this suggests limited “parachute” economics and potential medium-term succession risk, partially offset by ongoing RS vesting and long-term institutional knowledge .
  • Pay-for-performance linkage: Company incentives emphasize profit before tax (STI) and EBITDA (LTI sizing), directly tied to growth, margin, and cash generation; FY2024 outperformance on sales and adjusted EBITDA indicates the program is positioned to reward execution, though individual payouts for Mr. Vinson are not disclosed (non-NEO) .
  • Trading signals: Recent insider records show RS grants and tax withholdings in 2023–2024, and an open-market sale in late 2022; no pattern of large discretionary sales in 2024 is evident from the cited filings, which skews toward scheduled grants/withholdings rather than opportunistic selling .

Supporting Data

Company Performance Snapshot (context for incentive alignment)

Metric20202021202220232024
Net Income ($m)(29.4) 16.4 48.1 68.7 70.4
Adjusted EBITDA ($m)59.0 70.2 126.8 174.3 191.3
TSR Index (Base = $100)56 64 69 84 207

Selected Section 16 Activity for David C. Vinson

DateTypeSharesPriceResulting Holdings (approx)Source
Mar 28, 2024RS Grant1,862~11,072
Apr 3, 2024Tax Withholding (RS vest)(766)~10,306
Apr 5–6, 2023RS Grant~3,330~9,210
Mar 20, 2023Tax Withholding (RS vest)(389)
Dec 27, 2022Open Market Sale(3,556)$27.71~6,280

Notes: Holdings are approximations derived from sequential Form 4 entries; refer to the underlying Form 4s for exact amounts and footnotes.

Summary Policies and Governance Touchpoints

  • Hedging prohibited; pledging restricted with CFO approval and aggregate cap of 10% of outstanding shares for all insiders .
  • Clawback policy compliant with SEC/NASDAQ and broader board-discretionary recovery; insider trading policy enforced .
  • Equity under 2016 Omnibus Plan; RS grants typically approved in March with 1/3 annual vesting; no dividends on unvested RS .

Investment Implications

  • Alignment and incentives: RS-based LTI with EBITDA-linked sizing and profit-based STI link pay to operational outcomes that matter for cash generation and value creation. Expect recurring vest events and tax withholdings as minor, predictable sources of insider supply rather than discretionary selling. Tenure and age introduce succession considerations; lack of severance/CIC cash benefits (as disclosed for non-CEO NEOs) suggests retention leans on ongoing equity vesting and role scope .
  • Program durability: Strong Say-on-Pay (91%) and FY2024 outperformance reinforce program credibility and shareholder support, reducing risk of near-term comp structure disruption .

All data reflect disclosures in DXP Enterprises’ 2025 DEF 14A and cited Section 16 filings and sources as referenced.