Maxine Mauricio
Executive Vice President, General Counsel, Chief Administrative Officer and Corporate Secretary at 
EMCOR Group
EMCOR GroupExecutive
About Maxine Mauricio
Executive Vice President, General Counsel, Chief Administrative Officer and Corporate Secretary of EMCOR Group (EME). With the company since 2002, she progressed from Assistant General Counsel to EVP in 2021 and assumed the Chief Administrative Officer role in December 2023; age 53 as of FY2024/2025 disclosures . Company performance context in her tenure: 2024 adjusted EPS was $21.54, net income $1,007,145,000, and the 5-year total shareholder return (value of $100 initial investment) reached $536.95; the peer group TSR was $218.59 .
Past Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| EMCOR Group | Assistant General Counsel | 2002–2011 | Supported corporate legal matters and compliance |
| EMCOR Group | Vice President & Deputy General Counsel | 2012–2015 | Led legal operations and governance support |
| EMCOR Group | Senior Vice President, General Counsel & Corporate Secretary | 2016–Feb 2021 | Chief legal officer; corporate secretary responsibilities |
| EMCOR Group | Executive Vice President, General Counsel & Corporate Secretary | Feb 2021–Present | Expanded strategic leadership as EVP |
| EMCOR Group | Chief Administrative Officer (in addition to EVP/GC/CS) | Dec 2023–Present | Administrative realignment; EHS reorganization objectives |
External Roles
No public-company directorships or external board roles disclosed .
Fixed Compensation
| Metric | FY 2022 | FY 2023 | FY 2024 |
|---|---|---|---|
| Base Salary ($) | $565,000 | $600,000 | $630,000 |
| Annual Incentive Target ($) | $559,000 | $600,000 | $630,000 |
| Maximum Potential Annual Incentive (% of salary) | 200% | 200% | 200% |
| Non-Qualified Deferred Compensation (Voluntary Deferral Plan) | Participated (Company base match + 33.75% supplemental on the base match) | Participated (Company base match + 33.75% supplemental on the base match) | Participated (Company base match + 35% supplemental on the base match) |
Performance Compensation
| Metric | Weighting | Target/Threshold | Actual (2024) | Payout Determination | Vesting |
|---|---|---|---|---|---|
| Adjusted EPS | Not disclosed | No payout unless EPS > $12.50 | $21.54 | Matrix permitted payment of Maximum Potential Incentive Award based solely on financial metrics | Annual cash incentive (paid or deferred under plan); timing per program |
| Cash Flow Ratio (Adjusted Operating Cash Flow / Adjusted Operating Income) | Not disclosed | No payout unless ≥20% | ~105% | Matrix permitted payment of Maximum Potential Incentive Award based solely on financial metrics | Annual cash incentive (paid or deferred under plan); timing per program |
| LTIP Performance-Based Cash (3-year EPS objective) | Not disclosed | EPS vs LTIP objective (measurement 2022–2024) | Achieved; amounts included in FY2024 Non-Equity Incentive Compensation | Paid per LTIP terms; separate from annual incentive | Paid after measurement; no equity vesting for cash component |
Notes:
- For 2024, the Compensation Committee also determined each NEO achieved personal goals/objectives in addition to financial metrics .
- For 2022–2024 LTIP cash, awards are based on three-year EPS vs an objective; payments for this measurement are included in 2024 Non-Equity Incentive Compensation .
Equity Ownership & Alignment
| As-of Date | Beneficial Ownership (Shares) | Percent of Outstanding | RSUs Included in Ownership (footnote) |
|---|---|---|---|
| Apr 13, 2021 | 30,937 | * (<1%) | 16,801 |
| Apr 5, 2022 | 33,282 | * (<1%) | 14,603 |
| Apr 9, 2024 | 28,448 | * (<1%) | 15,017 |
| Unvested RSUs (12/31/2024) | Count | Market Value ($) | Scheduled Vesting |
|---|---|---|---|
| LTIP RSUs granted Jan 2022 (+ dividends) | 4,431 | $2,011,231 | Vested on Jan 3, 2025 |
| LTIP RSUs granted Jan 2023 (+ dividends) | 4,118 | $1,869,160 | Eligible to vest Jan 3, 2026 |
| LTIP RSUs granted Jan 2024 (+ dividends) | 3,485 | $1,581,842 | Eligible to vest Jan 2, 2027 |
| Special RSUs (Dec 29, 2023) | 3,007 | $1,364,877 | Cliff vest Dec 29, 2026 |
| Special RSUs (Jun 6, 2024) | 2,502 | $1,135,658 | Cliff vest Jun 6, 2027 |
| Special RSUs (Oct 29, 2024) | 2,500 | $1,134,750 | Cliff vest Oct 29, 2027 |
| Grant Detail (original awards) | Grant Date | Shares | Vesting Terms |
|---|---|---|---|
| LTIP RSUs | Jan 2, 2024 | 3,478 | Generally vest ~3 years from grant; shares issued ~Feb 2027 |
| LTIP RSUs | Jan 3, 2023 | 4,095 | Generally eligible to vest Jan 3, 2026 |
| LTIP RSUs | Jan 3, 2022 | 4,389 | Generally eligible to vest Jan 3, 2025 |
| Special RSUs | Dec 29, 2023 | 3,000 | Cliff vest Dec 29, 2026 (accelerate on death/CoC; pro-rata on qualifying termination) |
| Special RSUs | Jun 6, 2024 | 2,500 | Cliff vest Jun 6, 2027 (accelerate on death/CoC; pro-rata on qualifying termination) |
| Special RSUs | Oct 29, 2024 | 2,500 | Cliff vest Oct 29, 2027 (accelerate on death/CoC; pro-rata on qualifying termination) |
| Stock Vested (FY2024) | Shares Vested | Value Realized ($) |
|---|---|---|
| RSUs | 5,501 | $1,170,503 |
Policies and alignment:
- Stock ownership guidelines require 3x base salary for NEOs; company reports all directors and executive officers are in compliance . Hedging and pledging of company stock are prohibited .
- In 2024, forfeitable compensation was high: non-equity targeted incentive component ranged ~26%–52% of total targeted comp; equity component ~33%–59%; overall forfeitable portion ~67%–72% of total targeted comp, reinforcing retention/alignment .
Employment Terms
Change-of-Control (CoC) agreements:
- Severance if terminated without cause or for good reason within 2 years post-CoC equals 3x (base salary + higher of prior-year annual incentive or average of prior 3-year annual incentives); Ms. Mauricio’s agreement excludes perquisites from the calculation (removed in April 2017) .
- Pro-rata incentive for the year of CoC; continuation of healthcare and life insurance for 3 years; outplacement assistance; confidentiality obligations .
- 280G treatment: Ms. Mauricio has a cut-back to avoid excess parachute payments (no excise tax gross-up); other executives have legacy gross-up provisions, but not her .
LTIP and special RSU vesting on termination events:
- LTIP RSUs vest in full on death, permanent disability, qualifying retirement, qualifying termination, or CoC; shares issued thereafter; special RSUs for Mauricio vest pro-rata on qualifying termination and in full on death or CoC; forfeiture applies for termination for cause or voluntary termination without good reason .
Clawback and deferral:
- Executive Compensation Recoupment Policy (amended Oct 2, 2023) requires recovery of erroneously-awarded incentive compensation after restatements per SEC Rule 10D-1 and NYSE standards .
- Voluntary Deferral Plan provides matching and supplemental credits; Ms. Mauricio deferred 2024 compensation and received company matching plus a 35% supplemental credit on the base match .
Investment Implications
- Retention risk mitigants: Multiple cliff RSU grants with full vesting in 2026–2027 (3,000 + 2,500 + 2,500 RSUs), plus LTIP RSUs vesting through 2027, create substantial unvested equity that should support retention; these awards accelerate on CoC and pro-rate on qualifying termination, reducing forced-selling pressure from unvested equity .
- Pay-for-performance alignment: Annual incentives are formulaic and tied to adjusted EPS and cash flow quality, with a disclosed Matrix and strict thresholds; 2024 results supported maximum incentive payments on financial metrics, and a large proportion of compensation is forfeitable, aligning outcomes with performance .
- CoC economics and governance: A 3x cash severance framework for NEOs is standard; Ms. Mauricio’s 280G cut-back (no tax gross-up) and a robust clawback reduce shareholder-unfriendly features and mitigate pay-risk asymmetries .
- Equity ownership and risk controls: Compliance with stock ownership guidelines and prohibitions on hedging/pledging indicate strong alignment; monitor upcoming vest dates (Dec 2026, Jun 2027, Oct 2027, and LTIP RSU tranches) for potential liquidity events and Form 4 activity .