Scott Vopni
FLOWSERVEAbout Scott Vopni
Scott K. Vopni is Flowserve’s Vice President and Chief Accounting Officer (principal accounting officer), a role he has held since June 2020. He is 56 years old and previously served as SVP–Finance and Chief Accounting Officer at Dean Foods, with additional roles as Interim CFO, SVP–Finance, SVP–Investor Relations, and VP–Controller; prior experience includes Pegasus Solutions, PFSweb, Brinker International, and Arthur Andersen . Flowserve’s 2024 performance provides relevant context for incentive alignment: revenue $4.6B (+5.5% YoY), adjusted operating income $538M (+31% YoY), ROIC 15.2%, and 1-year TSR 41.9% .
Past Roles
| Organization | Role | Years | Strategic impact |
|---|---|---|---|
| Dean Foods Co. | SVP–Finance, Chief Accounting Officer | 2010–2019 | Senior finance leadership, principal accounting oversight |
| Dean Foods Co. | Interim Chief Financial Officer | Aug 2017–Feb 2018 | Interim principal financial leadership |
| Dean Foods Co. | SVP–Finance | Jan 2016–Apr 2018 | Finance leadership for operations |
| Dean Foods Co. | SVP–Investor Relations | Oct 2014–Jan 2016 | Investor engagement and disclosure |
| Dean Foods Co. | VP–Controller | 2008–2010 | Corporate controllership |
| Pegasus Solutions; PFSweb; Brinker International; Arthur Andersen | Various accounting/finance roles | Not disclosed | Progressively senior accounting/finance roles |
External Roles
None disclosed for Vopni in Flowserve’s proxies or 8-Ks .
Fixed Compensation
| Component | Value | Effective date | Notes |
|---|---|---|---|
| Base salary | $365,000 | June 15, 2020 | Set at appointment as CAO |
| Target annual bonus | 45% of base salary | June 15, 2020 | AIP participation |
| Target LTI | $273,750 | June 15, 2020 | Participates in LTIP |
Current-year detailed compensation for Vopni is not itemized in the 2025 proxy because he is not a Named Executive Officer; NEO compensation tables cover CEO, CFO, division presidents, and CLO .
Performance Compensation
Annual Incentive Plan (AIP) – Company design and 2024 results (Corporate)
| Metric | Weighting | 2024 payout vs target | Notes |
|---|---|---|---|
| Adjusted Operating Income | 50% | 111% of target | Margin expansion focus |
| Customer Bookings | 30% | 128% of target | Growth indicator |
| Adjusted Primary Working Capital (% of Sales) | 20% | 121% of target | Capital efficiency |
| Strategic Goals modifier | +/-15% | 1.15x (upward) | ESG, portfolio, RedRaven progress |
| Final Corporate AIP payout | — | 136% of target | Corporate executives (company-wide) |
Long-Term Incentives (LTIs)
| Instrument | Vesting | Metric/Weighting | Target levels | Payout mechanics |
|---|---|---|---|---|
| RSUs | Ratably over 3 years (typically Mar 1) | Stock price/TSR exposure | Not applicable | Time-based vesting |
| PSUs | 3-year performance cycle | ROIC (50%); FCF as % of Adjusted Net Income (50%) | ROIC 2024: Threshold 11%, Target 12.6%, Max 13.9%; FCF 2024: Threshold 75%, Target 85%, Max 100% | 0–200% per metric with rTSR ±15% modifier (no positive if absolute TSR is negative) |
Recent PSU payout (2022–2024 cycle):
| Metric | Weighted payout | rTSR modifier | Total payout |
|---|---|---|---|
| ROIC (50%) | 133.3% | +15% at 81st percentile rTSR | 76.7% total award payout |
Equity Grant Timing Practice
- Annual equity grants approved in February Board/O&C meetings; effective on Board date; RSUs/PSUs granted under LTIP; company does not currently grant stock options .
Equity Ownership & Alignment
| Policy/Status | Detail |
|---|---|
| Stock ownership guideline (VP level) | 1x annual base salary |
| Counting rules | Direct shares and unvested RSUs count; unvested PSUs and unexercised options do not count |
| Compliance status | NEOs met their guidelines as of Dec 31, 2024; individual VP compliance (including Vopni) not disclosed |
| Anti-hedging/pledging | Hedging and pledging prohibited for officers and directors under Insider Trading Policy |
Insider transactions:
- Vopni reported Form 4 filings on Feb 19, 2025 and Mar 4, 2025 (typical RSU/PSU vesting and/or grant settlements); disclosures note RSUs settle one share per unit plus dividend equivalents .
- No pledging or hedging is permitted, reducing alignment risk .
Employment Terms
| Provision | Officer Severance Plan (no CIC) | Change-in-Control (double-trigger within 2 years) |
|---|---|---|
| Cash severance | 24 months’ base salary continuation; target AIP paid only if threshold met in year of termination | Lump sum: multiple of base + target AIP; for Vice Presidents, 1.5x |
| AIP | As above (threshold condition) | Pro-rata target AIP |
| PSUs | Pro-rated payout for performance cycles ending in termination year | Full vesting at target; 90 days to exercise any vested options (if applicable) |
| RSUs | For pre–Feb 15, 2022 grants: cash in lieu of RSUs vesting within 90 days; for grants on/after Feb 15, 2022: continued vesting for RSUs that would vest within 90 days | Full vesting at target for stock-based LTIs |
| Health/welfare | Not specified beyond standard benefits | Benefits continuation equal to severance multiple × 12 months |
| Supplemental pension | Not specified | Make-whole for benefits that would have accrued through continuation period |
| Clawbacks | Dodd-Frank financial restatement recoupment; misconduct clawback for VP+ covering AIP/PSUs/RSUs over a 3-year lookback |
Investment Implications
- Pay-for-performance alignment: Corporate AIP paid 136% of target for 2024 on strong AOI, bookings, and PWC execution; PSUs remain performance-sensitive with ROIC/FCF focus and rTSR modifier, limiting windfalls and reinforcing capital discipline .
- Retention risk: As a VP, Vopni has robust severance protections and double-trigger CIC terms (1.5x base+bonus, full LTI vesting), which reduce near-term departure risk but can elevate costs in change-of-control scenarios .
- Ownership alignment: VP-level 1x salary ownership guideline and anti-hedge/pledge policy support alignment; individual compliance not disclosed, but recurring Form 4s indicate scheduled vesting rather than opportunistic selling pressure .
- Execution track record: Company-level performance in 2024 (revenue growth, AOI, ROIC, TSR) suggests operational momentum; as principal accounting officer, Vopni’s role is tied to control environment and reporting quality, with clawbacks further reinforcing accountability .