Phillipe Delnick
About Phillipe Delnick
Senior Vice President, Global Sales at FARO since October 21, 2024; age 55; attended York University (Toronto). Prior career at Ingersoll Rand with nearly two decades of sales and management roles; track record cited as driving revenue and profit growth and customer satisfaction across product sectors . Company performance context: 2024 Adjusted EBITDA reached $39.6M (+$36.9M YoY), non-GAAP gross margin expanded >800bps, EBITDA margin +~1100bps; cash from operations $31M; net cash $16.4M at year-end . Pay-versus-performance disclosure shows FARO 2024 Company TSR index value 50.35 (vs 44.74 in 2023), Net Loss of $(9.1)M, and Adjusted EBITDA $39.6M .
Past Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| Ingersoll Rand | VP, Americas – Power Tools, Lifting & Enterprise Accounts | Apr 2023–Dec 2023 | Led Americas sales; cited contributions to revenue and profit growth |
| Ingersoll Rand | VP, Americas – Power Tools, Lifting & Global Material Handling | Jun 2020–Apr 2023 | Managed multi-line portfolio; regional growth and margin focus |
| Ingersoll Rand | VP – Global Material Handling | Apr 2018–May 2020 | Global leadership; execution across product lines |
| Ingersoll Rand | Sales executive leadership (various) | Feb 2011–Mar 2018 | Broad sales leadership; customer satisfaction improvement |
| Ingersoll Rand | General Manager, Industrial Technologies (Canada) & Ontario Air Centers | Apr 2005–Jan 2011 | Country GM roles; operational and commercial execution |
External Roles
No public company directorships or external board roles disclosed for Delnick .
Fixed Compensation
| Component | 2024 Terms | Notes |
|---|---|---|
| Base Salary | $300,000 annualized | Set between 25th–50th market percentile; prorated for 2024 service |
| Target Bonus % | 60% of base | STIP aligned to Company metrics; prorated for start date |
| 2024 Actual STIP Paid | $25,920 | Company multiplier 73%; prorated bonus basis $35,507 |
| 2024 Cash Salary Paid | $51,923 | Reflects partial year from Oct 21 start |
Performance Compensation
| Incentive Type | Metric / Terms | Weighting | Target | Actual/Payout | Vesting |
|---|---|---|---|---|---|
| Short-Term Incentive (STIP) | Company metrics: Revenue; Management Free Cash Flow; Pre-STIP Adjusted EBITDA | 33.3% each | Rev: $370.0M; FCF: $34.0M; Pre-STIP EBITDA: $42.0M | Rev actual $342.4M → 0%; FCF actual $35.3M → 108%; EBITDA actual $44.1M → 111%; Company multiplier 73% | Paid annually; Delnick prorated from Oct 21, 2024 |
| Long-Term Equity – PRSUs | Relative TSR vs Russell 2000; threshold 25th pct → 25%; target 55th pct → 100%; max 80th pct → 200% (capped at 100% if TSR negative) | 60% of 2024 grant value | $300,000 grant split (60/40 PRSU/TRSU); PRSUs granted 9,915 units (Nov 1, 2024) | Earned based on 3-year TSR; no 2024 vesting | 100% cliff at 3 years, subject to TSR and continued service |
| Long-Term Equity – TRSUs | Time-based RSUs | 40% of 2024 grant value | $300,000 grant split (60/40 PRSU/TRSU); TRSUs granted 6,610 units (Nov 1, 2024) | N/A | Vests 1/3 on each of 1st, 2nd, 3rd anniversaries of grant |
Equity Ownership & Alignment
| Item | Detail |
|---|---|
| Beneficial Ownership (3/21/2025) | 0 shares directly owned; below 1% of outstanding |
| Unvested TRSUs | 6,610 units; value $167,630 at $25.36 (12/31/2024 close) |
| Unvested PRSUs (target) | 9,915 units; value $251,444 at $25.36 (12/31/2024 close) |
| Total Unvested RSU Value | $419,074 at $25.36 (as of 12/31/2024) |
| Options | None held; FARO reports no stock options for executives in 2024 |
| Hedging/Pledging | Prohibited by FARO’s Insider Trading Policy; includes blackout windows and 10b5-1 cooling-off rules |
| Ownership Guidelines | Executives must hold 3× base salary; compliance within 5 years of hire; as of 12/31/2024 execs met or were on phase-in timeline |
Employment Terms
| Term | Detail |
|---|---|
| Start Date & Role | SVP, Global Sales effective Oct 21, 2024; based in Atlanta, GA |
| At-Will | Employment at will; Company may terminate with/without cause |
| Severance Plan (Non-CIC) | Lump sum equal to 100% base salary + up to 12 months COBRA (prorated first year) |
| Severance Plan (CIC Period) | Lump sum equal to 100% base salary + 100% target bonus + up to 12 months COBRA |
| Potential Payments (as of 12/31/2024) | CIC termination: $924,944 (cash $480,000; equity acceleration $419,074; health benefits $25,870). Non-CIC termination: $325,870 (cash $300,000; health $25,870) |
| Relocation Assistance | $100,000, payable upon relocation completion; prorated clawback if voluntary resignation within 12 months post-relocation |
| Non-Compete & Non-Solicit | 24-month non-compete (US/geography tied to sales territory); customer and employee non-solicit; includes post-termination obligations |
| Clawback | Compensation Recovery Policy effective Dec 1, 2023; recoup incentive pay post-restatement |
| Insider Trading | Pre-clearance for designated insiders; quarterly/special blackout periods; approved 10b5‑1 plan requirements |
Compensation Structure Analysis
- Mix skews to at-risk pay: 60% PRSUs and 40% TRSUs in LTIP; STIP tied to revenue, FCF, and adjusted EBITDA .
- Strong governance: no tax gross-ups; double-trigger for CIC equity vesting; minimum vesting periods; no repricing; dividend equivalents only after vesting .
- 2024 STIP funded primarily by profitability and cash flow; revenue missed threshold, reducing cash payout risk; Delnick’s bonus was modest due to proration .
Investment Implications
- Alignment: Heavy PRSU weighting tied to relative TSR over three years and prohibition on hedging/pledging bolster shareholder alignment; stock ownership guidelines require accumulating 3× salary within five years .
- Retention risk: Unvested RSUs of $419K at 12/31/2024 and a 24-month non-compete/non-solicit reduce near-term flight risk; severance economics provide standard protection, with double-trigger benefits in CIC scenarios .
- Execution signals: 2024 company results improved materially on EBITDA and margins despite revenue headwinds, aligning STIP/PRSUs to profitability/TSR rather than pure growth—supports disciplined incentive design; Delnick’s 2024 cash award was appropriately prorated .
- Merger context: AMETEK’s acquisition of FARO closed July 21, 2025; any CIC payouts or equity acceleration would depend on post-close termination conditions (double-trigger under the plan) .
Sources: FARO 2025 DEF 14A, 2024 10-K exhibits (offer letter, severance plan, equity agreements), insider trading policy, and FARO press releases/8-Ks cited above.