Sam De Boo

About Sam De Boo

Sam De Boo (age 57) serves as Executive Vice President and President – Global Markets at Ecolab, a role he has held since February 2021 after leading Ecolab’s Western Europe region and earlier segment GM roles across Industrial and Food & Beverage in Europe . His tenure spans several European leadership positions that inform his global go‑to‑market remit; the proxy lists him among current executive leadership as “SAM DE BOO, EVP & President, Global Markets” . Company performance during his executive tenure includes 2024 reported sales growth of 3%, organic sales growth of 4%, reported operating income margin expansion of 480 bps (290 bps organic), reported EPS growth of 54%, and adjusted diluted EPS growth of 28%, underscoring alignment to EPS and ROIC-linked incentive metrics used for Ecolab executives .

Past Roles

Organization	Role	Years	Strategic Impact
Ecolab	EVP & President – Global Markets	Feb 2021 – Present	Global commercial leadership across markets; role spans enterprise go-to-market execution
Ecolab	EVP & President – Western Europe	Apr 2020 – Jan 2021	Regional leadership over Western Europe operations
Ecolab	SVP & GM – Industrial, Europe	Jan 2020 – Apr 2020	Segment operational leadership in European industrial markets
Ecolab	SVP & GM – Food & Beverage, Europe	Jan/Jun 2017 – Oct 2018	Segment leadership across Food & Beverage Europe
Ecolab	VP & GM – Textile Care, Europe	Jan 2017 – Jun 2017	Segment leadership in Textile Care Europe

External Roles

No public company directorships or external board roles are disclosed for De Boo in Ecolab’s SEC filings .

Fixed Compensation

Not disclosed. De Boo was not a Named Executive Officer (NEO) in 2024; Ecolab’s Summary Compensation Table covers the CEO, CFO, COO, and two other NEOs, but does not include De Boo .

Performance Compensation

Ecolab executives, including EVPs, participate in standard annual cash incentives and long-term equity programs administered by the Compensation & Human Capital Management Committee.

Annual Cash Incentive Design

Metrics: Adjusted diluted EPS, enterprise goals, business unit sales/operating income, and individual goals; subject to a “Growth & Impact” modifier. Payouts range from 0% to 200% of target and are capped at 200% .

Long-Term Incentives

Award Type	Measurement/Terms	Targets	Payout Range	Vesting
PBRSUs (2024 grant, 2024–2026 cycle)	3-year average organic ROIC; relative TSR modifier vs S&P 500	Target ROIC 13.4%; Threshold 10.0%; Max 15.7%	0%–200% of target; TSR modifier ±10% within cap	Cliff vest after 3 years; no dividend equivalents
PBRSUs (2025 grant, 2025–2027 cycle)	3-year average organic ROIC; relative TSR modifier vs S&P 500	Target ROIC 16.2%; Threshold 11.8%; Max 18.4%	0%–200% of target; TSR modifier ±10% within cap	Cliff vest after 3 years; no dividend equivalents
Stock Options	Exercise price = average of high/low on grant date; 10-year term	N/A	Value driven by share price appreciation	Vest 1/3 per year over three years

Equity Ownership & Alignment

Hedging and pledging prohibited: Insider policy bars short-term trading, short sales, margin purchases, pledging, and derivatives outside company plans .
Stock ownership guidelines: Until guideline is met, CEO/CFO/COO must retain 100% of net shares from equity awards; other officers retain 50% of net shares. Unexercised options and unvested RSUs/PBRSUs do not count toward ownership; officer-level compliance for De Boo is not disclosed in the proxy tables .

Employment Terms

Topic	Key Terms
Change-in-control policy (officers)	Double-trigger: benefits only if termination without cause or for good reason within 2 years after a change in control. No 280G gross-up; payments reduced if beneficial after-tax due to 280G. Applies to all elected officers .
Severance economics (policy)	Cash severance equal to 2x base salary + 2x target annual cash incentive; pro‑rated target annual incentive for year of termination; outplacement up to 20% of base salary; medical/dental continuation up to 18 months .
Equity upon CoC/termination	If awards are not continued/assumed/replaced or if double-trigger termination occurs within 2 years post‑CoC: options fully exercisable for remaining term; RSUs/PBRSUs fully vest; PBRSUs deemed at target performance .
Retirement/death/disability	Retirement provisions may accelerate option service vesting and deem PBRSU service vesting satisfied, with performance still required; death/disability accelerate options and RSUs, PBRSUs service vesting deemed satisfied with performance required .
Non‑compete/confidentiality	In involuntary separations not for cause, Ecolab negotiates settlements conditioned on releases and typically requires confidentiality and non‑compete restrictions; payments generally in installments .
Clawbacks	Policy to recoup incentive compensation for misconduct or material violation of Code; NYSE Rule 10D‑1 compliant clawback mandates recovery of excess incentive-based comp upon financial restatement (prior 3 fiscal years) .

Investment Implications

Pay-for-performance alignment is tight: Annual incentives prioritize EPS and business operating metrics; long-term PBRSUs tie compensation to organic ROIC with market-relative TSR oversight, promoting durable value creation over pure top-line expansion .
Limited insider selling risk: Prohibitions on hedging, margin purchases, and pledging reduce forced-sale and leverage risks; retention requirements until guidelines are met further align long-term behavior, though individual ownership data for De Boo is not disclosed .
Balanced retention and governance: Double-trigger CoC terms are standard and avoid single-trigger windfalls; clawback policies and committee discretion to reduce payouts add downside governance, while negotiated non‑compete frameworks help mitigate transition risks .