Greg Levine
FRANKLIN ELECTRIC COAbout Greg Levine
Gregory M. Levine is Vice President and President, Global Water at Franklin Electric (FELE), and is a named executive officer in the latest proxy. His compensation is tied to corporate metrics (consolidated working capital ratio and adjusted EPS) plus his business unit’s operating income, with long-term incentives driven by normalized EBITDA relative to S&P Small Cap 600 Industrials over a three-year period, reinforcing pay-for-performance. Company 2024 results used to assess incentives included sales of $2,021.3 million, operating income of $243.6 million, GAAP EPS of $3.86 and adjusted EPS of $3.92 for bonus calculations; cumulative TSR over five years yielded $179 on a $100 initial investment versus $171 for the peer group, underscoring alignment with shareholder returns .
Past Roles
No prior role history for Mr. Levine was disclosed in the latest proxy .
External Roles
No external directorships or roles for Mr. Levine were disclosed in the latest proxy .
Fixed Compensation
| Metric | 2023 | 2024 |
|---|---|---|
| Base Salary Rate ($) | $470,000 | $485,000 |
| Salary Paid ($) | — | $482,115 |
| All Other Compensation ($) | — | $49,243 |
Notes:
- Salary rates reflect targeted annual base salary; 2024 paid salary reflects actual payroll for the year .
- Franklin generally does not provide perquisites; executives (other than Mr. Sengstack) receive Medicare tax reimbursement related to annual Supplemental Retirement Plan contributions .
Performance Compensation
Annual Cash Incentive (Executive Officer Annual Bonus Plan – 2024)
| Metric | Weighting | Threshold | Target | Maximum | Actual | Payout (% of Target) | Vesting |
|---|---|---|---|---|---|---|---|
| Consolidated Working Capital Ratio | 25% | 36.6% | 30.5% | 27.5% | 29.9% | — | Cash (annual) |
| Adjusted EPS | 25% | $3.54 | $4.43 | $4.87 | $3.92 (adjusted) | — | Cash (annual) |
| Global Water Operating Income (ex-Water Treatment) | 50% | — | — | — | Not publicly disclosed; company reported business unit attainment range 55.9%–91.9% | — | Cash (annual) |
| Total Bonus Payout for Levine | — | — | — | — | — | 82.3% of target | Cash (annual) |
Design details:
- Threshold payout set at 33% of target; payout scales 3.35% per 1% above threshold up to target and 10% per 1% above target up to 110% performance (max 200%) .
- Adjusted EPS excludes restructuring ($0.06) and CEO transition costs ($0.03) for NEOs to determine achievement percentages; no discretionary adjustments were applied for 2024 .
Long-Term Incentives – 2024 Grants
| Award Type | Grant Date | Quantity/Target | Exercise/Metric | Vesting | Fair Value ($) |
|---|---|---|---|---|---|
| Restricted Stock | 2/22/2024 | 1,398 shares | — | Vests 3 years from grant (2/22/2027); dividends paid | $137,521 |
| Performance Share Units (PSUs) | 2/22/2024 | Target 2,796; Max 5,592 | 3-year normalized EBITDA growth vs S&P Small Cap 600 Industrials; 0–200% payout (threshold 75%, target 100%, max 125%) | Performance period 1/1/2024–12/31/2026; dividend equivalents paid only on earned units | $275,043 |
| Stock Options | 2/22/2024 | 3,859 options | $98.37 exercise price | Vest 33% per year over 3 years; 10-year term; expires 2/22/2034; accelerated vesting on death, disability, retirement, or change in control | $137,496 |
Allocation policy:
- 2024 LTI targeted value for Levine: $550,000; delivered 50% PSUs, 25% restricted stock, 25% options .
Equity Ownership & Alignment
| Ownership Detail (as of 3/3/2025) | Amount |
|---|---|
| Total Beneficial Ownership (shares) | 7,055 |
| Percent of Class | <1% |
| Options Exercisable within 60 Days | 1,286 |
| Unvested Restricted Shares Included | 4,953 |
Additional alignment policies:
- Executive stock ownership guidelines: Corporate Vice Presidents must hold stock equal to 3x base salary; retain 50% of shares acquired until compliant; all NEOs met or were within grace period at end of 2024 .
- Anti-hedging and anti-pledging policies prohibit hedging or pledging company securities, reducing misalignment risk .
- Equity overhang and plan capacity: 900,704 options outstanding (weighted average exercise $69.01); 313,906 granted but unvested restricted awards; 838,117 shares remaining for issuance under shareholder-approved plans as of 3/3/2025 .
Upcoming vesting supply indicators:
- Restricted stock: 1,398 shares vest 2/22/2027; 2,187 shares vest 2/16/2026 .
- Options: 3,859 options expiring 2/22/2034, vesting pro-rata over three years; unexercisable as of 12/31/2024 .
- PSU performance period ends 12/31/2026; earned units settle after performance certification .
Employment Terms
Change-in-Control (ESA) Structure and Economics
- Double-trigger (termination within 2 years post-CIC for Good Reason or without Good Cause) benefits include: lump sum of 2x base salary, pro-rata current-year target bonus, and 2x current-year target bonus; 24 months of COBRA; immediate vesting of all stock awards with PSUs at target; 12 months outplacement (≤$50,000); option to accept full benefits and pay excise tax or reduce to avoid excise tax .
- Non-solicit covenant: 18 months post-termination .
| CIC Termination Components (as of 12/31/2024) | Amount ($) |
|---|---|
| Salary (2x base) | 970,000 |
| Non-Equity Plan Compensation (bonus multiples) | 1,084,760 |
| Accelerated Vesting of Restricted/PSU | 622,770 |
| Additional Retirement Plan Credits | 145,115 |
| Continued Benefit Coverage | 34,122 |
| Outplacement Services | 50,000 |
| Forfeiture (net-better cutback to avoid excise tax) | (582,902) |
Definitions:
- Good Cause: includes fraud, willful failure to perform, felony causing material harm, etc. Good Reason: material adverse changes in title, compensation, location (>50 miles), or inability to exercise duties due to significant changes, among others .
Non-CIC Executive Severance Policy (Dec 2020)
- If terminated without cause before a CIC: lump sum equal to 1x annual base pay + target bonus, pro-rata annual bonus based on approved performance results, accelerated vesting of stock awards not otherwise eligible, COBRA premiums for one year .
Clawbacks and Trading Policy
- Dodd-Frank compliant clawback adopted Oct 2023; recoups cash and equity-based incentive comp tied to financial results over a 3-year lookback in event of restatement .
- Grants are made during open trading windows; executives prohibited from trading while aware of MNPI .
Deferred Compensation
| Item | 2024 Amount ($) |
|---|---|
| Company contribution | 22,751 |
| Executive contribution | — |
| Aggregate earnings | 669 |
| Aggregate balance at FY-end | 35,270 |
Investment Implications
- Pay-for-performance alignment: Levine’s cash bonus weighted to both corporate (WC, adjusted EPS) and unit operating income metrics, with LTI heavily performance-based (PSUs tied to normalized EBITDA vs S&P Small Cap 600 Industrials and options), supporting disciplined execution and shareholder value focus .
- Retention and change-in-control: ESA provides competitive double-trigger severance (2x salary and 2x target bonus), full equity acceleration at target for PSUs, and 24 months benefits; combined with upcoming equity vesting tranches (restricted stock in 2026/2027 and option vesting), near- to medium-term retention risk appears contained, though low outright share ownership (<1%) suggests monitoring alignment as responsibilities expand .
- Insider selling pressure: Known vest dates (Feb 2026 and Feb 2027 restricted stock) and option vesting cadence could create episodic supply, partially mitigated by 50% post-vesting retention requirements until ownership guidelines are met and anti-pledging rules .
- Governance and risk safeguards: No tax gross-ups; excise tax “net-better” election, anti-hedging/anti-pledging, and SEC-compliant clawback reduce shareholder-unfriendly practices; business unit achievement variability (range 55.9%–91.9%) and 2024 payout at 82.3% of target highlight execution sensitivity in Global Water .