Keith Taylor
About Keith Taylor
Keith D. Taylor is Chief Financial Officer of Equinix and has served as CFO since 2005 (executive at Equinix since 1999), bringing over two decades of senior finance leadership to the company; he is 63 years old . Under his finance leadership, Equinix delivered 2024 revenue growth of 7% and AFFO/share of $35.02, with three‑year total shareholder return of +24.47% (incl. reinvested dividends) through 12/31/2024 . Equinix’s 2024 Compensation Discussion & Analysis ties executive incentives directly to revenue and AFFO/share performance (plus an ESG/strategic modifier), and 2024 annual incentives paid out at 94% of target based on results .
Past Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| Equinix | Chief Financial Officer | 2005–present | Led finance during multi‑year global expansion and REIT era; long-tenured steward of capital allocation and incentive alignment . |
| Equinix | Various finance roles incl. VP Finance & Chief Accounting Officer; Director of Finance & Administration | 1999–2005 | Built core finance and controllership capabilities pre‑ and post‑IPO . |
| International Wireless Communications | VP Finance & Interim CFO | 1996–1999 | Finance leadership for wireless operator/developer . |
External Roles
| Organization | Role | Years | Notes |
|---|---|---|---|
| Not disclosed in proxy | — | — | No external public company directorships disclosed for Mr. Taylor in the 2025 proxy . |
Fixed Compensation
- 2024 base salary held flat at $680,000; target annual bonus opportunity = 110% of base salary; 2024 annual incentive paid at 94% of target in fully vested RSUs (value $703,120; 822 RSUs at $854.99 grant‑date price on 3/12/2025) .
Multi‑year compensation (Summary Compensation Table):
| Metric (USD) | 2022 | 2023 | 2024 |
|---|---|---|---|
| Salary | $680,000 | $680,000 | $680,000 |
| Stock Awards (Grant‑date fair value, ASC 718; includes PSUs/RSUs and RSUs in lieu of cash bonus) | $8,607,310 | $10,916,747 | $10,057,804 |
| Non‑Equity Incentive Plan Compensation (cash for fractional RSUs) | $1 | $249 | $318 |
| All Other Compensation | $34,517 | $45,808 | $34,739 (includes executive physical, spousal event travel tax gross‑ups) |
| Total Compensation | $9,321,828 | $11,642,804 | $10,772,861 |
Performance Compensation
Annual Incentive Plan (AIP) – 2024 design and outcome:
| Metric | Weight | Threshold | Target | Maximum | Adjusted Result | % of Target Achieved | Payout |
|---|---|---|---|---|---|---|---|
| Revenue | 50% | $8,275.5M | $8,710.9M | n/a | $8,653M | 99% | 87% |
| AFFO/Share | 50% | $32.97 | $34.70 | $35.74 | $34.89 (reported $35.11) | 101% | 107% |
| Strategic Modifier (ESG + strategic) | ±10% | — | — | — | 97.4% (Social 96%, Environmental 102%, Digital services 96%) | — | — |
| Overall AIP Payout | — | — | — | Cap 132% | — | — | 94% |
Key structural points:
- 100% of annual incentive paid in immediately vested RSUs (2025 grants dated 3/12/2025; fractional shares settled in cash) .
- No above‑target revenue upside (caps at target to emphasize profitability); plan funding requires at least threshold on both revenue and AFFO/share .
- 2025 AIP continues revenue/AFFO/share weighting (50%/50%) with a strategic modifier focused on Fabric attach and environmental/social goals; payout capped at 132% and paid in fully vested RSUs .
Long‑Term Incentives (LTIs) – 2024 program and achievement:
- Mix increased to 67% performance‑based PSUs (financial + rTSR) and 33% time‑based RSUs; rTSR comparator shifted to S&P 500 Total Return Index and adds a cap such that payout cannot exceed target if absolute TSR is negative .
2024 LTI grants to Keith Taylor:
| Component | Target Shares (#) | Vesting / Performance |
|---|---|---|
| Financial PSUs (Revenue, AFFO/share) | 4,678 | One‑year performance (2024) earned at 95% of target; 50% vested upon certification in Feb‑2025, 25% vests 2/15/2026, 25% vests 2/15/2027, subject to continued service . |
| rTSR PSUs (vs. S&P 500 TR) | 1,991 | 3‑year performance (2024–2026) pays 0–200%; capped at target if absolute TSR is negative; vests in early 2027 upon certification . |
| Time‑based RSUs | 3,285 | 1/3 on the first trading day on/after Jan 15 of 2025, 2026, 2027 . |
Recent PSU results applicable to Taylor:
- 2024 Financial PSUs: combined payout 95% (Revenue 99% → 87%; AFFO/share 101% → 104%) .
- 2022 rTSR PSUs (3‑year period ending 12/31/2024): 84.83% payout; Taylor earned 1,912 shares on 1/15/2025 .
Equity Ownership & Alignment
Beneficial ownership (as of March 25, 2025):
| Holder | Shares Beneficially Owned | % of Outstanding |
|---|---|---|
| Keith Taylor | 24,402 | <1% |
Unvested/Outstanding equity at 12/31/2024 (selected detail):
| Award Type (Grant Cohort) | Unvested/Unearned (#) | Market Value at $942.89 (12/31/2024) |
|---|---|---|
| 2024 Financial PSUs (earned 95% of target) | 4,444 | $4,246,997 |
| 2024 rTSR PSUs (target) | 1,991 | $1,902,739 |
| 2024 Time‑based RSUs | 3,285 | $3,139,376 |
| 2023 TSR PSUs (max potential) | 5,350 | $5,213,147 |
| Earlier cohorts (see proxy for full detail) | — | (additional 2022–2023 service & performance awards) |
Alignment policies and practices:
- Ownership guidelines: CFO (CEO staff) required to hold 3× base salary; all executives were in compliance as of 12/31/2024 .
- Hedging prohibited; pledging prohibited absent case‑by‑case exception from the Compensation Committee .
- No pledges disclosed for Mr. Taylor; disclosed pledges in the table were limited to other individuals (e.g., Hromadko, Lin) with committee approval .
- Recoupment policy (clawback) compliant with SEC/Nasdaq rules (Rule 10D‑1) .
Employment Terms
- Employment status: At‑will; no fixed‑term employment agreement .
- Severance (absent change in control): Lump sum equal to 100% of base salary plus target bonus, plus up to 12 months of COBRA premiums upon a qualifying termination (without cause/for good reason) .
- Severance (double‑trigger following change in control): Lump sum equal to 200% of base salary plus target bonus, plus up to 24 months of COBRA premiums upon qualifying termination (timing per “stay‑put” clause for NEOs other than CEO) .
- Equity acceleration on CIC: If awards are not assumed, all outstanding equity vests in full; if assumed, RSUs generally accelerate on double trigger at 100% of target; financial PSUs convert to time‑based post‑CIC, rTSR PSUs are measured on a shortened period then continue service vesting .
- Definitions of “cause,” “good reason,” and CIC align with plan and severance agreements (see proxy for full text) .
Company Performance Context (select KPIs)
| Metric | 2022 | 2023 | 2024 |
|---|---|---|---|
| AFFO per share (Diluted) | $29.55 | $32.11 | $35.02 |
| Revenue YoY growth | — | — | +7% |
| 3‑yr TSR (to 12/31/2024) | — | — | +24.47% |
EBITDA progression (FY, USD billions):
| Metric | 2022 | 2023 | 2024 |
|---|---|---|---|
| EBITDA | $2.773* | $3.309* | $3.625* |
*Values retrieved from S&P Global.
Compensation Structure Analysis (what changed and why it matters)
- Performance leverage increased: Long‑term equity shifted to 67% performance‑based (financial + rTSR) from 60% in 2023, enhancing pay‑for‑performance and retention via two‑year service tail on earned PSUs .
- Risk‑balanced rTSR: Comparator changed to S&P 500 TR with a negative TSR cap (max payout limited to target if absolute TSR < 0), aligning outcomes with shareholder experience .
- Cash preservation and alignment: Annual bonuses continue to be settled 100% in fully vested RSUs, supporting cash reinvestment and ownership alignment .
- Market practices: No single‑trigger vesting on CIC; limited perqs and tax gross‑ups; formal 2.99× severance cap policy; robust clawback and anti‑hedging/pledging policies .
Say‑on‑Pay & Shareholder Feedback
- 2024 say‑on‑pay support: ~87.9%, up from 74% prior year, reflecting shareholder approval of program enhancements .
- Ongoing engagement: Outreach to top holders and program refinements (e.g., PSU mix and rTSR methodology) informed by investor feedback .
Compensation Peer Group (benchmarking lens)
- Peer set blends large‑cap technology companies with select large REITs (e.g., Adobe, Arista, Palo Alto Networks; American Tower, Digital Realty, Prologis) to reflect Equinix’s hybrid Tech‑REIT positioning; the committee does not target a fixed percentile, emphasizing overall competitiveness and equity‑heavy mix .
Risk Indicators & Red Flags (none specific to Taylor noted)
- Audit Committee investigation (2024) concluded financial reporting remained accurate despite short‑seller allegations—mitigates governance risk perceptions .
- No related‑party transactions or pledging disclosed for Mr. Taylor; anti‑hedging policy in force .
Investment Implications
- Alignment: Taylor’s pay is highly at‑risk and equity‑weighted (AIP in RSUs; LTIs 67% performance‑based), with ownership guidelines and a strong recoupment/anti‑hedging framework—favorable for shareholder alignment .
- Retention and potential selling pressure: Significant 2024–2026 vesting cadence (annual RSU tranches each Jan; 2024 financial PSUs in Feb‑2026/2027; 2023 TSR in early 2026; 2024 rTSR in early 2027) may create periodic supply from Form 4 settlements/withholding, though outright hedging is prohibited and no pledges are disclosed for Taylor .
- Change‑in‑control economics: Double‑trigger cash (2× salary+bonus) and equity acceleration to target provide continuity but are within market norms; no single‑trigger vesting reduces windfall risk .
- Program credibility: 2024 AIP paid at 94% with clearly disclosed targets/results; 2024 financial PSUs certified at 95%—supports a disciplined pay‑for‑performance narrative .
Notes: All data are from Equinix’s 2025 DEF 14A (and cited 8‑Ks) unless otherwise noted. EBITDA values marked with an asterisk are retrieved from S&P Global.