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Pablo Mercado

Director at COMFORT SYSTEMS USACOMFORT SYSTEMS USA
Board

About Pablo G. Mercado

Independent director (since November 2018), age 48; currently CFO of S&S Activewear (appointed November 2024) after prior CFO roles at Lithium Americas (2023–2024), EnLink Midstream (2020–2022), and Forum Energy Technologies (2018–2020), with earlier investment banking at Credit Suisse, UBS, and Bank of America; holds a B.B.A. and B.A. in Economics from SMU and an MBA from Chicago Booth; designated Audit Committee financial expert and serves as Audit Committee Chair; Board determined he is independent .

Past Roles

OrganizationRoleTenureCommittees/Impact
S&S ActivewearChief Financial OfficerNov 2024–presentFinance leadership; private apparel distributor
Lithium Americas Corp.EVP & Chief Financial OfficerApr 2023–Nov 2024Public company finance; mining development
EnLink Midstream, LLCEVP & Chief Financial OfficerJul 2020–Dec 2022Midstream energy finance leadership
Forum Energy TechnologiesSVP Finance; VP Operations Finance; later SVP & CFOAug 2015–Jul 2020 (various roles); CFO Mar 2018–Jul 2020Corporate strategy, finance
Credit Suisse (Oil & Gas Group)Investment Banker2005–2011Capital markets advisory
UBS Investment Bank; Bank of AmericaInvestment Banker1998–2005Corporate finance

External Roles

OrganizationRoleTenurePublic Company Board?
Current public company boards0 (none)
Prior public company boards (last 5 years)Not disclosed for Mercado

Board Governance

ItemDetail
CommitteesAudit (Chair); Compensation & Human Capital (Member)
Audit Committee meetings (2024)8 regular; all members financially literate and designated audit committee financial experts
Compensation & Human Capital meetings (2024)4 regular; 1 special
Board meetings (2024)5 regular; 4 special; non-employee directors held executive session at each regular meeting
AttendanceEach director attended ≥75% of aggregate Board/committee meetings in 2024 (exception: Kapoor); Mercado met threshold; all directors attended 2024 Annual Meeting
IndependenceBoard determined Mercado (and 9 of 10 continuing directors) qualify as independent under NYSE and Company guidelines
Board leadershipIndependent Chair (Franklin Myers); Board deemed Lead Director not necessary at present

Fixed Compensation

ComponentPolicy (2024)Mercado Actual (2024)
Annual Board cash fee$80,000 Included in cash total
Audit Chair fee+$30,000 Audit Chair; received
Comp/Nominating Chair fee+$20,000 (if chair) Not applicable (member only)
Equity grant (fully vested shares)~$160,000 grant-date fair value; annual stock grant $159,716 stock awards; 498 fully-vested shares methodology disclosed
Total cash received$110,000
Total compensation$269,716

Performance Compensation

MetricApplies to Director Pay?Notes
EPS, FCF targetsNoDirector equity grants are fully vested at grant; no performance conditions
Options/PSUs for directorsNoCompany generally does not grant options; director awards are time-vested/fully vested shares
Meeting feesNot disclosedStructure is fixed cash retainer + chair fees; no per-meeting fees noted

Other Directorships & Interlocks

ItemDetail
Other current public boardsNone (0)
InterlocksCompensation Committee interlocks: none involving FIX executives; Company discloses no interlocks creating conflicts
Related-party exposureNone disclosed involving Mercado; policy requires Audit Committee review of any related person transactions; only AECOM transactions disclosed (Kapoor role), ~$230,000 in 2024; Kapoor recused

Expertise & Qualifications

  • Audit Committee financial expert; deep finance/accounting and corporate strategy experience .
  • CFO experience across industrial/energy sectors; investment banking background enhances capital allocation oversight .
  • Education: B.B.A., B.A. Economics (SMU); MBA (Chicago Booth) .

Equity Ownership

HolderShares Beneficially Owned% of ClassNotes
Pablo G. Mercado9,036<1%As of March 1, 2025; sole voting/dispositive power unless noted
Stock ownership guidelines (directors)10× annual Board cash fee; 5-year compliance windowAll non-employee directors compliant or in phase-in period
Hedging/pledgingProhibited for directors under Insider Trading Window PolicyNo margin accounts or pledging permitted

Governance Assessment

  • Strengths: Independent director with material finance expertise; Audit Committee Chair and designated financial expert; strong committee engagement (Audit: 8 meetings; Comp & HC: 5 meetings); meets attendance thresholds; independent Board leadership; robust anti-hedging/pledging and director ownership guidelines .
  • Alignment: Receives a balanced mix of fixed cash (retainer + chair fee) and equity (annual fully-vested shares), with significant director ownership requirements to align with shareholders .
  • Shareholder signals: Company’s say-on-pay support >95% in 2024, indicating broad approval of pay governance framework (context for overall governance environment) .
  • Conflicts/related party risk: No related-party transactions disclosed for Mercado; Section 16(a) compliance reported for all directors/officers; no delinquent filings .
  • RED FLAGS: None identified specific to Mercado (no overboarding; no pledging; no disclosed conflicts). Monitor external CFO role at S&S Activewear for potential future customer/supplier relationships, though none disclosed in 2024 .