Laurie Marsh
Executive Vice President, Human Resources at ECL
Executive
About Laurie Marsh
Executive Vice President – Human Resources at Ecolab since January 2020; age 61 per the 2024 Annual Report . Previously EVP HR at Nalco and Vice President of Total Rewards & HR Service Delivery & Technology at Ecolab post-merger in 2011; B.S. in Interior Architecture and Design from the University of Wisconsin . Performance context: Ecolab delivered steady multi‑year growth; revenue rose from $14.19B to $15.74B and EBITDA from $2.79B* to $3.61B over FY2022–FY2024 (table below), while 2023 TSR was 107.41 vs peer group 151.73 per pay‑versus‑performance disclosures .
Ecolab financial performance (context)
| Metric | FY 2022 | FY 2023 | FY 2024 |
|---|---|---|---|
| Revenues ($USD Millions) | 14,187.8 | 15,320.2 | 15,741.4 |
| EBITDA ($USD Millions) | 2,786.7* | 3,109.7* | 3,605.5 |
*Values retrieved from S&P Global.
Past Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| Ecolab | VP, Total Rewards & HR Service Delivery & Technology | 2011–2013 | Built enterprise HR capabilities post‑Nalco merger; modernized rewards and HR tech stack |
| Nalco | EVP, Human Resources | 2009–2011 | Led HR for a global chemical company; prepared for transition into Ecolab combination |
| Nalco | Division VP, Compensation, Benefits & HRIS | ~1989–2010 | Instituted compensation frameworks and HR systems to scale operations |
| Nalco | Director, Workforce Planning & Staffing | 2005–2008 | Workforce planning and talent acquisition for growth initiatives |
External Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| Nalco Foundation | President | 2003–2012 | Led corporate philanthropy; foundation merged into Ecolab in 2012 |
Fixed Compensation
| Year | Base Salary ($) | Stock Awards ($) | Option Awards ($) | Non‑Equity Incentive ($) | Change in Pension/Deferred ($) | All Other ($) | Total ($) |
|---|---|---|---|---|---|---|---|
| 2022 | 510,000 | 2,707,124 | 705,263 | 0 | 0 | 42,062 | 3,964,448 |
Notes:
- Ms. Marsh was a Named Executive Officer in 2022; later proxies (2023–2025) do not include her in NEO tables, so subsequent SCT values are not disclosed .
Performance Compensation
Annual Cash Incentive (MIP) – 2022
| Component | Weighting | Target ($) | Actual Performance | Payout ($) | Vesting/Payment Timing |
|---|---|---|---|---|---|
| Corporate Adjusted EPS | 70% | 249,900 | Below threshold (division OI threshold not met) | 0 | March following fiscal year per plan |
| Individual Goals | 30% | 107,100 | Objectives achieved but no payout due to threshold fail | 0 | March following fiscal year |
Long‑Term Equity Incentives (Program terms in latest proxy)
| Award Type | Metric/Terms | Targets | Payout Range | Vesting |
|---|---|---|---|---|
| PBRSUs | 3‑yr average organic ROIC with relative TSR modifier | ROIC target 16.2%, threshold 11.8%, max 18.4%; TSR modifier ±10% vs S&P 500, capped at 200% | 0%–200% of target | Cliff at 3 years; payout post‑certification |
| Stock Options | 10‑yr term; 1/3 per year vesting; strike = avg of high/low on grant date | N/A | N/A | Annual pro‑rata vesting over 3 years |
Program notes:
- 2022–2024 PBRSUs paid at 100% of target for NEOs based on adjusted ROIC; the general design demonstrates performance linkage even though Ms. Marsh was not a 2024 NEO .
Equity Ownership & Alignment
Beneficial Ownership (Disclosure snapshot)
| As of | Shares Beneficially Owned (#) | Percent of Class |
|---|---|---|
| March 7, 2023 | 77,617 (includes options exercisable within 60 days) | * (less than 1%) |
Stock Ownership Guidelines Compliance
| As of | Base Salary ($) | Guideline | Stock Ownership (#) | Multiple of Salary |
|---|---|---|---|---|
| Dec 30, 2022 | 515,000 | 3x salary | 16,222 (excludes unexercised options & unvested RSUs/PBRSUs) | 4.6x salary |
Policy alignment:
- Hedging and pledging prohibited for insiders; margin purchases and short sales also prohibited .
Outstanding Equity Awards at FY‑End 2022 (pressure points and vesting runway)
| Grant/Expiry | Exercise Price ($) | Exercisable (#) | Unexercisable (#) | Notes |
|---|---|---|---|---|
| 12/07/26 | 117.7300 | 11,917 | 0 | Options |
| 12/06/27 | 137.0870 | 10,364 | 0 | Options |
| 12/04/28 | 158.5150 | 9,500 | 0 | Options |
| 12/03/29 | 184.3900 | 8,715 | 0 | Options |
| 12/03/30 | 221.4100 | 6,956 | 3,478 | Options |
| 12/01/31 | 223.7800 | 3,012 | 6,025 | Options |
| 12/07/32 | 148.4950 | 0 | 19,056 | Options |
| RSUs (unvested) | — | — | 12,915 units; MV $1,879,907 | RSU grant 8/3/2022 vests one‑third annually |
| PBRSUs (unearned) | — | — | 4,573 units; MV $665,646 | 3‑yr performance; payout post‑certification |
Vesting schedule highlights:
- Unexercisable option tranches vest in annual installments through December 2025 for grants listed (e.g., 12/07/22 options vest Dec 2023/2024/2025) .
Employment Terms
- Death/Disability: Ms. Marsh is covered by a Nalco death benefit plan (pre‑merger) equal to two times base salary; on death/disability, options accelerate and PBRSUs service condition deemed satisfied while performance still required; RSUs accelerate .
- Retirement/Resignation (age/service rules): If termination after age 55 with service conditions met, pro‑rata annual incentive, accelerated vesting mechanics (options service vesting and extended exercise; PBRSUs service vest satisfied subject to performance) .
- Severance (involuntary or constructive discharge): Negotiated case‑by‑case; estimated up to two years’ base salary plus target annual cash incentive; requires release and compliance with confidentiality/non‑compete; committee discretion to accelerate LTI within plan limits .
- Change‑in‑Control (double trigger): Applies to elected officers; 2x base salary + target annual incentive, pro‑rata actual annual bonus in year of termination, outplacement, and up to 18 months of medical/dental; no 280G tax gross‑up (payments reduced if higher after‑tax outcome due to 280G) .
- Hedging/Pledging & Insider Policy: Comprehensive prohibitions on hedging, pledging, short sales, margin purchases; insider trading policy filed as Exhibit 19.1 to the 2024 Form 10‑K .
- Deferred Compensation: Mirror Savings Plan contributions and match (2022): Executive $16,400; Company $12,300; aggregate earnings −$120,435; aggregate balance $659,713; also Nalco Supplemental PSP balance $19,713 .
Investment Implications
- Pay‑for‑performance discipline: 2022 MIP paid 0 for Ms. Marsh due to threshold miss on division operating income, despite progress on individual goals—indicative of rigorous payout gates .
- Alignment and retention: Strong ownership compliance (4.6x salary in 2022) and long‑term PBRSU/option mix tie realized pay to multi‑year ROIC/TSR and share price appreciation; CIC double‑trigger terms and negotiated severance reduce transition risk while avoiding 280G gross‑ups .
- Insider selling pressure: Option expirations extend from 2026 to 2032 with staggered annual vesting; RSUs from August 2022 grant vest one‑third annually—combined with anti‑pledging policy, this moderates forced‑sale pressure but creates predictable liquidity windows .
- Governance signals: Say‑on‑pay passed in 2023 (For 160,229,133; Against 76,635,662; Abstain 683,294; broker non‑vote 15,174,449), supporting the compensation framework used for executives .
- Benchmarking and targets: Compensation program uses market surveys (WTW, FW Cook) and sets stringent PBRSU ROIC targets (16.2% target, 18.4% max) with relative TSR modifiers, emphasizing capital efficiency and shareholder returns .
Background and credentials: Executive HR leadership at Nalco and Ecolab; EVP HR since 2020; University of Wisconsin B.S.; age 61 per 2024 annual report .
Sources
- Ecolab DEF 14A (2025): program design, ownership/insider policy, CIC terms .
- Ecolab DEF 14A (2024): ownership policies and executive leadership .
- Ecolab DEF 14A (2023): Ms. Marsh SCT details, awards, ownership, deferred comp, retirement/death/severance mechanics .
- Ecolab 8‑K Item 5.07 (2023): Say‑on‑pay results .
- Ecolab leadership profile: role history and education .
- Ecolab 2024 Annual Report: officer roster, age, tenure; insider trading policy exhibit reference .