Nicholas Fink
About Nicholas Fink
Chief Executive Officer of Fortune Brands Innovations (FBIN) since January 2020; previously President & Chief Operating Officer (Mar 2019–Jan 2020), President of the Company’s Global Plumbing Group, and Senior Vice President, Global Growth & Corporate Development. Prior experience includes President, Asia Pacific/South America at Beam Suntory, Inc., providing significant international consumer brand and operating expertise. FBIN’s 2024 performance highlights under his leadership: $4.6B Net Sales, $738M Operating Income (16% margin), $668M operating cash flow, EPS $3.75 (before charges/gains EPS $4.12) . Executive compensation design is tightly linked to EPS, Operating Income Margin Percent (OIMP), Working Capital Efficiency (WCE), and multi-year PSAs tied to EBITDA Margin % and ROIC .
2020–2024 shareholder return and earnings context:
| Metric | 2020 | 2021 | 2022 | 2023 | 2024 |
|---|---|---|---|---|---|
| TSR – value of $100 invested ($) | $132.96 | $167.58 | $106.43 | $143.94 | $132.51 |
| Net Income ($mm) | $553.1 | $772.4 | $686.7 | $404.5 | $471.9 |
| EPS ($) | $4.19 | $5.74 | $6.36 | $3.91 | $4.14 |
Past Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| Fortune Brands Innovations | Chief Executive Officer | 2020–present | Led portfolio reshaping and digital transformation; delivered margin progress, cash generation, and growth investments |
| Fortune Brands Innovations | President & Chief Operating Officer | 2019–2020 | Operational leadership through dynamic external market and transformation groundwork |
| Fortune Brands Innovations | President, Global Plumbing Group | Not disclosed | Scaled water ecosystem strategy (Moen Smart Water Network), brand and innovation focus |
| Fortune Brands Innovations | SVP, Global Growth & Corporate Development | Not disclosed | M&A and strategy expertise supporting transformation |
External Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| Beam Suntory, Inc. | President, Asia Pacific/South America | Not disclosed | Significant international brand and operating experience in consumer products; M&A/strategy perspective |
Fixed Compensation
| Component | 2023 | 2024 | Notes |
|---|---|---|---|
| Base Salary ($) | $1,250,000 | $1,275,000 | 2.0% increase to maintain market positioning; preference to reward via LTI |
| Target Bonus (% of base) | 130% | 140% | Increased for leadership and market alignment |
| Target Bonus ($) | $1,625,000 [calc] | $1,785,000 | 2024 as disclosed in grants table |
| Actual AIP Achievement (% of target) | Not disclosed | 92.9% | Company performance vs targets |
| Actual AIP Paid ($) | Not disclosed | $1,658,265 | Computed per formula; FX adjustment for EPS metric |
Performance Compensation
Annual Incentive Plan (AIP) – 2024
| Metric | Weight | Threshold | Target | Max | Actual | Payout |
|---|---|---|---|---|---|---|
| EPS (before charges/gains; FX-adjusted) | 60% | $3.56 | $4.30 | $5.04 | $4.14 | 92.9% overall |
| OIMP (Operating Income Margin %) | 20% | 16.1% | 17.1% | 18.0% | 16.9% | 92.9% overall |
| WCE (Working Capital Efficiency) | 20% | 23.9% | 21.7% | 19.9% | 21.5% | 92.9% overall |
Vesting: Cash paid annually; formula is Base × Target % × Achievement . Non-GAAP use and adjustments described in Appendix A .
Long-Term Incentives – 2024 Design and Grants
| Instrument | 2024 Grant Detail | Vesting/Term | Performance |
|---|---|---|---|
| Stock Options | 81,324 options @ $79.83 exercise price; grant-date fair value $2,124,996 | 3 equal annual installments; 10-year term; expire 2/26/2034 | Price appreciation only |
| RSUs | 26,462 units; grant-date fair value $2,125,031 | 3 equal annual installments | Time-based, at-risk equity |
| PSAs (2024–2026) | Target 52,923; Max 105,846; grant-date value $4,249,982 | 3-year cumulative performance period | EBITDA Margin % (75%) + ROIC (25%); payout 0–200% |
In-flight PSAs: 2023–2025 cycle has a one-time 300% max with payment above 200% only if revenue growth exceeds peers; 2024–2026 cycle uses standard 200% max . Following shareholder feedback, PSAs revert to EBITDA dollars for 2025–2027 to align with growth strategy .
Equity Ownership & Alignment
| Item | Detail |
|---|---|
| Beneficial Ownership (Shares) | 788,544 shares; includes 11,671 in trusts for heirs and 108,965 in retained annuity trusts |
| % of Shares Outstanding | <1% (asterisked in table) |
| Shares acquirable within 60 days | 548,247 (primarily options) |
| Unvested RSUs (count; value) | 55,919; $3,870,713 (at $69.22 on 12/27/24) |
| Outstanding PSAs (target; value) | 117,869; $8,158,892 (at $69.22) |
| Unexercisable Options (count; latest grant terms) | 81,324; exercise price $79.83; expire 2/26/2034 |
| RSUs scheduled to vest | 2025: 27,452; 2026: 19,646; 2027: 8,821 |
| Options scheduled to vest | 2025: 85,848; 2026: 59,789; 2027: 27,109 |
| Stock Ownership Guidelines (CEO) | 6× base salary; executives must hold 50% of net shares until met; all NEOs meet or within allowed period |
| Hedging/Pledging | Prohibited for directors and executives |
Implication: Concentrated vesting in 2025–2027 may create periodic liquidity windows and potential selling pressure around vest dates; anti-hedging/pledging reduces alignment risk .
Employment Terms
| Provision | Terms |
|---|---|
| Employment Contract | None; executives are “at will” |
| Severance (no CIC) | CEO: 2× base + target bonus + retirement plan allocation; 24 months health/life/accident coverage; prorated current-year bonus; restrictive covenants (1-year non-compete, non-solicit) |
| Change-in-Control (double-trigger) | CEO multiple increases to 3× for terminations within 2 years post-CIC; equity accelerates (PSAs at target; RSUs and options vest) |
| Clawback | Covers incentive-based comp received on/after Oct 2, 2023 after certain restatements; prior awards subject to earlier policy terms |
| Perquisites | Executive health, cybersecurity; personal security ($24,426 in 2024); limited personal aircraft use reimbursed; incremental aircraft cost not reimbursed: $89,568 in 2024 |
| Deferred Compensation / SERP | FBIN SERP balance: $805,069; WI SERP balance: $79,011; 2024 employer SERP contribution: $217,317; plan credits tied to Citigroup USBIG; distributions post-termination per plan |
2024 potential payments (illustrative as of 12/28/24):
- Involuntary termination without cause: Cash severance $6,632,376; health benefits $47,490; equity continues/settles per plan; total $6,679,866 .
- CIC + qualifying termination: Cash severance $9,948,564; health benefits $71,235; options $550,331; RSUs $3,959,205; PSAs $8,331,796; total $22,861,131 .
Performance & Track Record
| Area | Evidence |
|---|---|
| Digital expansion | Whole Home Leak Detection sales grew >100%; expanded Yale digital locks; beta tested Master Lock cLOTO |
| Financial delivery (2024) | Net Sales $4.6B; Operating Income $738M; Operating Margin 16%; CFO $668M; Cash Conversion 101% (Non-GAAP reconciliations provided) |
| AIP outcomes | 2024 EPS, OIMP, WCE targets set above 2023 actuals; overall AIP payout 92.9% |
| Pay vs performance | CAP and TSR disclosures provided (see “About” table); CEO Pay Ratio 212:1 |
Board Governance
- Director; Class III term expiring 2026; not independent due to employment .
- Committee: Executive Committee member .
- Board leadership: Independent, non-executive Chair (Susan Kilsby) leads executive sessions; mitigates dual-role risks .
- Meeting attendance: >90% for Board/committees in 2024 .
Director compensation: As CEO-director, he receives no additional director compensation .
Compensation Committee Analysis
- Committee: Chair A.D. David Mackay; members Irial Finan, Ann Hackett, Stephanie Pugliese .
- Consultant: Willis Towers Watson (independent); ~$256k executive comp advisory fees in 2024; additional ~$1.17M for other services engaged by management; Committee reviewed independence annually .
- Peer group: Adjusted in 2024 to add Griffon and Pentair; remove Trane; revenue 0.5–2.5× FBIN, market cap 0.5–4× FBIN; targets generally aligned to median .
- Compensation risk assessment: No material risk; capped payouts; multi-year vesting; ownership guidelines; clawback .
Say-On-Pay & Shareholder Feedback
- 2024 Say-on-Pay approval: 71%; long-term average ~94% (2012–2023) .
- Response: Outreach to holders of ~68% of shares; 2025 decision: no increases to CEO base salary, target bonus, or LTI values; revert PSAs to EBITDA dollars to emphasize growth .
- Clarified rationale for temporary 2023–2025 PSA 300% max and 2023 AIP target-setting post-Separation .
Investment Implications
- Alignment: High at-risk/variable pay (89% of CEO 2024 target compensation variable; 71% performance-based) with clear linkage to EPS, OIMP, WCE, EBITDA Margin %, ROIC; robust ownership requirements and anti-hedging/pledging policy enhance alignment .
- Retention risk: Strong severance protections and increased 2022–2024 LTI values to retain leadership during multi-year transformation; 2025 hold at prior levels suggests stabilization and responsiveness to shareholder feedback .
- Trading signals: Material RSU and option vesting in 2025–2027 may concentrate periods of potential insider selling; monitor Form 4s around vest/exercise dates; PSA outcomes tied to margin and ROIC may drive variability in realized comp and signaling on execution .
- Governance: Independent Chair and >90% attendance mitigate CEO-director independence concerns; no employment contracts, no tax gross-ups, double-trigger CIC treatment are shareholder-friendly .