Brian Boukalik
FLOWSERVEAbout Brian Boukalik
Brian Boukalik is Senior Vice President and Chief Human Resources Officer (CHRO) at Flowserve, appointed in May 2024 after serving as EVP & CHRO at Tenneco; he is 49 years old and joined Flowserve effective May 20, 2024 . Flowserve’s 2024 performance during his tenure as part of the ELT included $4.6B revenue (+5.5% YoY), adjusted operating income of $538M (+31% YoY), ROIC of 15.2%, and a 1‑year TSR of 41.9% . Flowserve’s executive pay program ties annual cash incentives to adjusted operating income, customer bookings, and adjusted primary working capital, and long-term equity to ROIC and FCF as a % of adjusted net income with an rTSR modifier .
Past Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| Tenneco | EVP & Chief Human Resources Officer | 2022–2024 | Executive HR leadership for global auto components OEM and aftermarket businesses |
| Tenneco | VP HR, Operations; VP HR, Clean Air; VP HR, Ride Performance | 2016–2022 | Multi-division HR leadership across operations and product lines |
| Eaton | VP HR, Global Functions and Product | 2015–2016 | Corporate/global functions HR leadership at diversified industrials company |
External Roles
No public company board roles are disclosed for Boukalik in Flowserve’s filings reviewed .
Fixed Compensation
- Flowserve discloses no individual base salary or target bonus for Mr. Boukalik; he was not a Named Executive Officer (NEO) in 2024/2025 proxies .
- Company-level program design (applies to executive officers, including the CHRO):
- Base salary reviewed annually; target annual incentive set as % of salary; AIP payout range 0–200% with a +/-15% strategic modifier .
- No individual executive employment agreements; compensation targets benchmarked to market median using a defined CPG and independent consultant (F.W. Cook) .
Performance Compensation
Annual Incentive Plan (AIP) – Structure and 2024 Outcomes (Corporate)
| Metric (Corporate) | Weight | 2024 Payout vs Target | Notes |
|---|---|---|---|
| Adjusted Operating Income | 50% | 111% | Non‑GAAP as defined; excludes certain items |
| Customer Bookings | 30% | 128% | Leading indicator of growth |
| Adjusted Primary Working Capital as % of Sales | 20% | 121% | Capital efficiency focus |
| Quantitative Subtotal | — | 118% | Weighted result |
| Strategic Goals Modifier | — | 1.15x | ESG, portfolio and digitization objectives met |
| Final Corporate AIP Payout | — | 136% | Applies to corporate executives |
Long-Term Incentives (LTI) – Plan Design
- Equity mix: RSUs (time-based) with 3-year ratable vesting; PSUs (performance-based) over a 3-year period; no stock options are currently granted by the company .
- PSU metrics and targets:
- 2024 PSU grant metrics: 50% ROIC and 50% FCF as % of Adjusted Net Income; rTSR +/-15% modifier, with no positive modifier if absolute TSR is negative .
- Most recent PSU payout cycle:
- 2022–2024 PSU total payout: 76.7% of target, driven by strong ROIC attainment offset by below-threshold FCF conversion; +15% rTSR modifier at 81st percentile .
| PSU Cycle | Metric | Weight | Payout | rTSR Modifier | Total Payout |
|---|---|---|---|---|---|
| 2022–2024 | ROIC (3-year avg) | 50% | 133.3% | — | — |
| 2022–2024 | FCF as % of Adj. Net Income | 50% | 0% | — | — |
| 2022–2024 | Total | — | 66.7% | 1.15x | 76.7% |
Equity Ownership & Alignment
- Stock ownership guidelines: Senior Vice Presidents (including CHRO) must own stock equal to 3x base salary; unvested RSUs count; unvested PSUs and options do not; expected compliance within 5 years and minimum 60% net-share retention until met .
- Hedging and pledging: Prohibited for all officers and directors under the Insider Trading Policy .
- Clawbacks: Dodd‑Frank (financial restatement) clawback plus a misconduct clawback for officers covering AIP, PSUs and RSUs with 3-year lookback .
Employment Terms
| Term | Detail |
|---|---|
| Appointment/Start | SVP, CHRO since May 2024; joined May 20, 2024 . Prior CHRO resigned Feb 1, 2024; interim coverage until replacement . |
| Employment Agreement | Flowserve discloses no employment agreements with Executive Officers . |
| Severance Plan (Non‑CIC) | For officers: 24 months’ base salary continuation; target AIP paid if at least threshold is achieved for the year; pro‑rated PSUs for cycles ending in year of termination; certain RSUs within 90 days treated per plan/grant terms . |
| Change‑in‑Control (Double‑Trigger) | Senior Vice Presidents receive 2.0x (base + target bonus) lump sum; pro‑rata target AIP; full vesting at target of LTI; health benefits continuation (months equal to multiple×12); supplemental pension top-up . |
| Anti‑Hedging/Pledging | Prohibited . |
| Equity Grant Timing | Annual February grants; Company does not time grants around MNPI; RSUs vest ratably (2024 grants vest each March 1 for three years) . |
Performance & Company Context During Tenure
| Metric | 2023 | 2024 |
|---|---|---|
| Revenue ($B) | 4.3 | 4.6 |
| YoY Revenue Growth | 19.5% | 5.5% |
| Adjusted Operating Income ($M) | 412 | 538 |
| ROIC | 12.6% | 15.2% |
| 1‑Year TSR | 37% | 41.9% |
- Say‑on‑Pay approval remained strong (over 93% in 2024), indicating shareholder support for pay design ; 2024 vote results showed substantial “FOR” support at the annual meeting .
Compensation Structure Analysis
- Increased at‑risk mix with performance linkage: Corporate AIP paid 136% of target in 2024, aligned to strong operating execution and rTSR, while PSUs for 2022–2024 paid below target (76.7%) due to weak FCF conversion—signaling real downside on long‑term metrics despite robust ROIC and TSR .
- Governance safeguards: Robust clawbacks, anti‑hedging/pledging, stock ownership rules, and no executive employment agreements reduce misalignment and entrenchment risk .
- Vesting cadence: RSUs vest ratably over three years; for 2024 grants, vesting occurs each March 1—creating predictable liquidity windows; if Boukalik received such awards, vesting would follow this schedule per plan terms .
Risk Indicators & Red Flags
- No pledging permitted; hedging prohibited (policy-based mitigation) .
- No excise or income tax gross-ups for Executive Officers (except broad-based relocation) .
- No evidence in filings reviewed of related-party transactions involving Boukalik; the company reported none since Jan 1, 2023 .
- Compensation risk review concluded programs are not likely to have a material adverse effect; incentives are balanced and capped .
Compensation Peer Group and Shareholder Feedback
- Compensation Peer Group (2024): Ametek, Crane, Donaldson, Dover, Fortive, IDEX, ITT, Kennametal, Lincoln Electric, Nordson, Pentair, Regal Rexnord, Snap‑on, Terex, Trinity Industries, Wabtec, Woodward, Xylem .
- Independent consultant: F.W. Cook advises the compensation committee .
- Say‑on‑Pay support exceeded 93% in 2024; committee noted no program changes were warranted following strong support .
Investment Implications
- Alignment: The framework ties a majority of executive pay to measurable operating (AOI), growth (bookings), capital efficiency (PWC/FCF), and multi‑year ROIC/TSR outcomes, with meaningful downside (e.g., PSU payout at 76.7% for 2022–2024), supporting pay‑for‑performance credibility .
- Retention vs. selling pressure: Three‑year RSU vesting and long-dated PSUs promote retention; predictable vest dates (e.g., March 1 for 2024 grants) can create short-term liquidity windows, though anti‑hedging/pledging and ownership guidelines mitigate misalignment .
- Change‑in‑control economics: Standard, double‑trigger plan with 2.0x multiple for Senior Vice Presidents balances retention and cost discipline; full target vesting at CIC is customary but can be value‑accretive to executives in a transaction scenario .
- Governance strength: Strong say‑on‑pay support, rigorous clawbacks, and prohibition on hedging/pledging lower governance risk, while robust operating performance and TSR in 2024 underpin incentive realizations .
Data gaps: Flowserve has not disclosed Boukalik’s individual salary, bonus outcomes, grant sizes, ownership totals, or Form 4 transactions in the filings reviewed; we found no appointment 8‑K with comp terms. Prior CHRO resignation (Feb 1, 2024) and effective start date (May 20, 2024) are disclosed .