Kevin B. Hammonds
FLUORAbout Kevin B. Hammonds
Executive Vice President and Chief Legal Officer at Fluor since August 2024; previously Senior Vice President, Managing General Counsel (2020–2024) and Vice President, General Counsel (2014–2020). He joined Fluor in 1996 and is 53 years old . Company performance under the current leadership framework: 2024 revenue rose to $16.3B from $15.5B in 2023 and operating cash flow reached $828M; backlog stood at $28.5B with 79% reimbursable, reflecting strategy to reduce lump-sum risk . Over 2021–2024, cumulative TSR was 164% vs 152% for the Dow Jones Heavy Construction industry group and 97% for the S&P 500, evidencing strong shareholder outcomes through the transition period .
Past Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| Fluor Corporation | Executive Vice President, Chief Legal Officer | 2024–present | Executive legal leadership, governance and compliance for a global EPC platform |
| Fluor Corporation | Senior Vice President, Managing General Counsel | 2020–2024 | Corporate legal leadership across commercial, risk and governance matters |
| Fluor Corporation | Vice President, General Counsel | 2014–2020 | Legal oversight supporting commercial execution and corporate governance |
External Roles
No external board roles or non-Fluor positions disclosed in filings reviewed.
Fixed Compensation
| Component | Description | Policy Details |
|---|---|---|
| Base Salary | Fixed cash for role scope and internal equity | Committee reviews annually; considers peer group data, responsibility, performance, and CEO recommendations for non-CEO executives |
| Perquisites | Taxable monthly allowance in lieu of itemized perqs | Monthly allowance typical; tax gross-up only on business-related spousal travel; physical exam covered; no dividends on unvested awards |
| Deferred Compensation | Executive Deferred Compensation Program (EDCP) | Eligible to defer salary/annual incentive; elective contributions and deemed investment choices; distributions per plan elections and officer rules |
Performance Compensation
| Metric | Weighting | Target Setting | Payout Range | Notes |
|---|---|---|---|---|
| EBITDA | 35% | Set at start of year aligned to operating plan | 0–200% of target | Corporate-level executives use EBITDA with rigorous definitions and specified exclusions |
| Cash Flow from Segments | 35% | Set at start of year | 0–200% of target | Excludes specified non-operating items; focuses on controllable cash drivers |
| Safety | 10% | Company-wide safety KPIs | 0–200% of target | Common rating across execs based on leading/lagging indicators |
| Strategic Performance | 20% | Individual annual goals | 0–200% of target | Qualitative objectives supporting strategy; assessed by CEO/Committee for execs |
Long-term incentives mix and mechanics:
| Award Type | Mix of LTI | Performance Metrics | Vesting | Term/Other |
|---|---|---|---|---|
| Performance Awards (stock-settled) | 50% (2024 design) | 80% EBT (annual goals over three years) + 20% Relative TSR vs S&P 500; 2025 updated to 70% EBT + 30% TSR | Cliff vest at 3 years (settled in shares) | Earned 0–200% of target; EBT excludes specified items; TSR percentile maps to rating 0.5/1.0/2.0 |
| RSUs | 35% | Stock price performance | 1/3 per year over 3 years | No dividends on unvested awards |
| Non-qualified Stock Options | 15% | Stock price appreciation | 1/3 per year over 3 years | 10-year life; no repricing without shareholder approval |
Vesting schedule terms (company-wide executive plans):
| Instrument | Vesting Schedule | Key Terms |
|---|---|---|
| RSUs | Equal thirds over three years | Aligns executives to multi-year value creation; no dividends on unvested |
| Stock Options | Equal thirds over three years; 10-year life | Direct leverage to long-term stock appreciation; no repricing without shareholder approval |
| Performance Awards | Single cliff vest at end of the 3-year performance period | Multi-year EBT by annual tranches and cumulative TSR; capped at 200% of target |
Equity Ownership & Alignment
| Topic | Policy/Status | Implications |
|---|---|---|
| Stock Ownership Guidelines | CEO 6x base salary; other NEOs 2x base salary; executive officers required to hold stock | Anchors alignment to shareholder outcomes; NEOs reported in compliance as of March 1, 2025 |
| Hedging/Pledging | Prohibited for directors and employees, including executive officers | Reduces misalignment and forced selling risks from margin calls |
| Group Beneficial Ownership | All directors and executive officers as a group: 2,918,823 shares, 1.7% of outstanding, as of March 3, 2025 | Demonstrates aggregate insider alignment; individual non-NEO breakdowns not disclosed |
| Dividends on Unvested Awards | Not paid | Reinforces pay-for-performance; avoids unearned cash flows on unvested equity |
Employment Terms
| Provision | Terms | Triggers/Mechanics |
|---|---|---|
| Severance (without cause) | Two weeks of base pay per year of service; minimum 8 weeks, maximum 52 weeks; annual incentive may be paid at Committee discretion | Company severance policy applies to executives; supports retention and fair separation |
| Retirement Treatment | For retirement-eligible execs, unvested RSUs, options, and Performance Awards continue to vest on schedule if non-competition agreement signed and award held ≥1 year | Preserves long-term alignment through retirement transitions |
| Change-in-Control (CIC) | Dual-trigger (CIC + qualifying termination within 2 years); lump sum cash: 3x (CEO) or 2x (other NEOs) base + target bonus; pro-rata current-year bonus; time-based awards accelerate; performance awards vest on actual-to-date and target thereafter; no excise tax gross-ups (payments cut to avoid excise tax if advantageous) | Market-standard protections; balanced acceleration mechanics; no gross-ups |
| Clawback | 2023 clawback compliant with SEC/NYSE rules; recovery of incentive comp if financial restatement occurs within lookback window | Strengthens accountability and pay-for-performance |
Additional Observations Relevant to Trading Signals and Governance
- Hammonds’ role as Chief Legal Officer is reflected in multiple SEC signatories and proxy authority (e.g., 8-K signatures and proxy card listing him as named proxy), evidencing central involvement in disclosure quality and governance controls .
- Compensation governance: independent consultant FW Cook; strong peer benchmarking; say-on-pay support ~92% in 2024; no option repricing; robust stock ownership, hedging/pledging prohibitions .
- Strategic execution context: 2024 revenue $16.3B, operating cash flow $828M; backlog $28.5B with 79% reimbursable—reduces lump-sum exposure and potential claims risk that legal oversees in contract terms .
Investment Implications
- Alignment/high-quality governance: Strict hedging/pledging ban, clawback, dual-trigger CIC without gross-ups, and ownership guidelines indicate strong alignment and lower governance risk; legal oversight under Hammonds likely supports disciplined contract terms and disclosure quality .
- Retention risk appears moderated: Standard severance and retirement vesting mechanics with non-compete encourage talent retention while maintaining long-term incentives .
- Compensation levers tied to cash and EBITDA: Corporate annual incentives emphasize EBITDA and cash flow, with safety and strategic goals—favorable for investors focused on near-term cash generation and disciplined execution; long-term awards blend EBT and TSR, increasing sensitivity to earnings quality and market-relative performance .
- Insider selling pressure: With hedging/pledging prohibited and ownership guidelines in place, structural pressure from forced sales is reduced; individual Form 4 activity for Hammonds was not disclosed in the reviewed filings .
Sources:
- Company proxy (DEF 14A, 2025): governance, compensation design, ownership, say-on-pay **[1124198_0001104659-25-023492_tm252315-6_def14a.htm:3]** **[1124198_0001104659-25-023492_tm252315-6_def14a.htm:11]** **[1124198_0001104659-25-023492_tm252315-6_def14a.htm:20]** **[1124198_0001104659-25-023492_tm252315-6_def14a.htm:27]** **[1124198_0001104659-25-023492_tm252315-6_def14a.htm:28]** **[1124198_0001104659-25-023492_tm252315-6_def14a.htm:29]** **[1124198_0001104659-25-023492_tm252315-6_def14a.htm:30]** **[1124198_0001104659-25-023492_tm252315-6_def14a.htm:32]** **[1124198_0001104659-25-023492_tm252315-6_def14a.htm:35]** **[1124198_0001104659-25-023492_tm252315-6_def14a.htm:38]** **[1124198_0001104659-25-023492_tm252315-6_def14a.htm:40]** **[1124198_0001104659-25-023492_tm252315-6_def14a.htm:41]** **[1124198_0001104659-25-023492_tm252315-6_def14a.htm:45]** **[1124198_0001104659-25-023492_tm252315-6_def14a.htm:46]** **[1124198_0001104659-25-023492_tm252315-6_def14a.htm:52]** **[1124198_0001104659-25-023492_tm252315-6_def14a.htm:53]** **[1124198_0001104659-25-023492_tm252315-6_def14a.htm:68]** **[1124198_0001104659-25-023492_tm252315-6_def14a.htm:89]** **[1124198_0001104659-25-023492_tm252315-6_def14a.htm:96]** **[1124198_0001104659-25-023492_tm252315-6_def14a.htm:106]**
- 10-K FY2024: executive roster and biography for Kevin B. Hammonds; financials/backlog; risk and contract mix **[1124198_0001628280-25-005924_flr-20241231.htm:15]** **[1124198_0001628280-25-005924_flr-20241231.htm:16]** **[1124198_0001628280-25-005924_flr-20241231.htm:53]** **[1124198_0001628280-25-005924_flr-20241231.htm:10]**
- SEC 8-Ks: corporate transitions and signatures evidencing CL0 role **[1124198_0001628280-25-015326_flr-20250324.htm:1]** **[1124198_0001124198-25-000014_flr-20250619.htm:1]** **[1124198_0001124198-25-000067_flr-20251017.htm:1]** **[1124198_0001628280-25-005921_flr-20250217.htm:4]**