Cristina Aalders
TechnipFMCAbout Cristina Aalders
Cristina Aalders (age 43) is Executive Vice President, Chief Legal Officer and Secretary at TechnipFMC (FTI), appointed effective July 31, 2023; she previously served as Vice President, Chief Compliance Officer (2021) and Vice President, Legal, Surface Technologies (2019) . In her current role she oversees Legal, Compliance, and Facilities Management and serves as the Company’s Chief Compliance Officer, anchoring governance and risk management during a period of strong company performance and incentive alignment . Company performance under the executive team in 2024 included inbound orders of $11.6B, cash from operations of $961M, free cash flow of $679.4M, and outperformance of peer groups and the OSX index on TSR, which supported above-target annual incentive payouts and a 200% vesting outcome on 2022–2024 PSUs (relative TSR and ROIC) .
Past Roles
| Organization | Role | Years | Strategic impact |
|---|---|---|---|
| TechnipFMC | EVP, Chief Legal Officer and Secretary | 2023–present | Oversees Legal, Compliance, and Facilities Management; Chief Compliance Officer |
| TechnipFMC | Vice President, Chief Compliance Officer | 2021–2023 | Led global compliance program as executive officer |
| TechnipFMC | Vice President, Legal, Surface Technologies | 2019–2021 | Legal leadership for Surface Technologies segment |
External Roles
- No external directorships or public company roles were disclosed in company filings.
Fixed Compensation
| Component | What is disclosed for Aalders | Company framework (exec officers) |
|---|---|---|
| Base salary | Not individually disclosed in the proxy; Aalders is not a named executive officer (NEO) in 2023–2024 | Market-competitive, role-based fixed cash; set with reference to peer median, adjusted for experience/performance |
| Target annual bonus (%) | Not individually disclosed | Annual Cash Incentive targets set by role; paid 0–200% of target based on Business Performance Indicators (75%) and Individual Performance (25%) |
Performance Compensation
| Metric (Annual Cash Incentive) | Weight | 2024 Threshold | 2024 Target | 2024 Maximum | 2024 Actual | 2024 Payout |
|---|---|---|---|---|---|---|
| Adjusted EBITDA Margin | 25% | 13.0% | 14.5% | 16.0% | 15.2% | 146% |
| Free Cash Flow ($) | 25% | 300M | 430M | 700M | 679M | 192% |
| 2024–2026 Sustainability Scorecard | 25% | — | Targeted goals | — | Above target | 115% |
| Individual Performance (avg NEOs) | 25% | — | — | — | Above target | 170% |
| Long‑Term Equity | 2024 Grant Structure | Performance conditions | Vesting |
|---|---|---|---|
| PSUs (70% of LTI) | Relative TSR (50%) and ROIC (50%) for 2024–2026 | 0–200% payout; TSR capped at target if absolute TSR negative | |
| RSUs (30% of LTI) | Time-based | — | Three-year ratable vesting (annual tranches) |
| PSU Results (prior cycle) | Period | Result | Weighted payout |
|---|---|---|---|
| 2022 PSU awards | 2022–2024 | Relative TSR >75th percentile; ROIC >+400 bps | 200% |
Equity Ownership & Alignment
| Policy/Status | Details |
|---|---|
| Share ownership guidelines | CEO 6x salary; CFO 5x; other executive officers 3x salary; 5-year compliance window with 20% per-year pro rata requirement |
| 2024 compliance status | All executive officers (including NEOs) met ownership and retention requirements |
| Retention requirement | Executives must hold shares to maintain guideline compliance; restrictions on sales before meeting guideline |
| Clawback policy | Applies to Section 16 officers (includes Aalders); recoupment for financial restatements and specified misconduct (fraud, theft, bribery, gross negligence, willful misconduct) |
| Hedging/pledging | Hedging and pledging of company securities prohibited for directors, officers, and employees |
Insider filings and potential selling pressure
- Appointment and initial award: Form 8‑K announced Aalders’ appointment as EVP, CLO & Secretary effective July 31, 2023; the 2024 proxy notes a late Form 4 related to an RSU grant upon appointment .
- Ongoing equity grants: Company records show a Form 4 for Aalders filed Aug 4, 2025 (stock transaction disclosure), consistent with annual equity practices; details are available in the SEC filing index and XML exhibit .
- Typical vesting design indicates three-year ratable RSU vesting and three-year cliff PSU vesting, implying periodic tax withholdings at vest dates rather than open-market sales; pledging/hedging are disallowed, reducing alignment risk .
Note: The Security Ownership table in 2025 lists directors and NEOs but does not enumerate Aalders’ total beneficial holdings; ownership for Aalders should be tracked via Section 16 filings (Form 3/4/5) .
Employment Terms
| Scenario | Benefit terms (executive officers) |
|---|---|
| Termination without cause (non‑CIC) | Cash severance equal to 18 months of base salary plus target annual bonus; prorated target bonus for year of termination; 18 months of health/welfare premiums; outplacement; tax prep assistance; equity per plan; no tax gross‑ups; subject to non‑disclosure, non‑compete, non‑solicit covenants |
| Retirement | Equity settles per original schedule; PSUs remain subject to original performance conditions |
| Death or disability | RSUs vest immediately; PSUs remain subject to original performance conditions (settle on schedule) |
| Change‑in‑Control (double trigger within 24 months) | Cash severance equal to 3x salary and bonus for CEO/CFO; 2x for other executive officers; prorated target bonus; 36 months (CEO/CFO) or 24 months (others) of health/welfare premiums; up to $50k outplacement; accelerated vesting of all awards with PSUs at target; 280G “best‑after‑tax” cutback (no gross‑ups) |
Performance & Track Record (Company context during Aalders’ tenure)
| Indicator | 2024 outcome |
|---|---|
| Inbound orders | $11.6B; backlog grew to $14.4B |
| Cash from operations; free cash flow | $961M; $679.4M |
| TSR and relative performance | TSR meaningfully outperformed peer groups and the OSX index in 2024 |
| Incentive linkage | 2024 BPI payout 151% on average (EBITDA margin 146%; FCF 192%; Sustainability 115%); API average 170% for NEOs |
Compensation Committee & Peer Group; Say‑on‑Pay
- Compensation peer group includes AECOM, Jacobs, KBR, SLB, Halliburton, Baker Hughes, Weatherford, Quanta Services, Transocean, NOV, Dover, Fluor, Valmont, ChampionX, Oceaneering, Chart Industries, Devon, APA, Flowserve (added for 2024) .
- Say‑on‑Pay support: 86% approval at the 2024 AGM; 96.5% approval at the 2023 AGM .
Risk Indicators & Red Flags (as disclosed)
- Strong guardrails: no single‑trigger CIC vesting; no tax gross‑ups; anti‑hedging/pledging; robust clawback .
- Section 16 compliance: administrative late filings noted in 2023, including a late Form 4 for Aalders at appointment (process, not misconduct) .
- Safety: Company reported a 2024 workplace fatality, negatively impacting a safety KPI, but maintained above‑target overall Sustainability Scorecard payout (relevant to bonus risk balancing) .
Compensation Structure Analysis (Aalders)
- Mix and risk: As an executive officer, Aalders’ pay mix is governed by a framework emphasizing at‑risk incentives (AIP and LTI), with PSUs (relative TSR, ROIC) and RSUs driving multi‑year alignment; 2024 design increased weight of financial measures in 2025 AIP (to 70%), signaling greater emphasis on profitability and cash .
- Vesting mechanics: Three‑year ratable RSUs and three‑year cliff PSUs reduce short‑term selling pressure; hedging/pledging bans and ownership guidelines further align interests .
- Peer alignment and shareholder feedback: Regular external consultant input and high Say‑on‑Pay support indicate pay practices are market‑aligned and investor‑supported .
Investment Implications
- Alignment and low-pledge risk: Ownership guidelines (3x salary for non‑CEO/CFO executive officers), anti‑hedging/pledging, and robust clawback reduce misalignment and pledge‑related overhang for the legal function leader .
- Incentive quality: PSU focus on relative TSR and ROIC with caps for negative absolute TSR and strong 2022–2024 payouts (200%) support value‑creation alignment; continued emphasis on EBITDA margin and FCF in AIP (and higher weighting in 2025) tightens linkage to fundamentals .
- Retention/CIC economics: Double‑trigger CIC with accelerated vesting at target and 2x cash multiple for non‑CEO/CFO executives provides competitive but not excessive protection; no gross‑ups limit shareholder-unfriendly optics .
- Trading signals: Section 16 filings confirm periodic stock awards/vestings; absence of hedging/pledging and policy‑driven tax withholding at vest limits interpretation of routine Form 4s as bearish signals; monitor future filings for discretionary sales outside tax events .
Sources
- Executive appointment and background: 2023 10‑K and 8‑K appointment (Aalders) .
- 2025 Proxy (DEF 14A): incentive design, payouts, policies, ownership, governance .
- 2024 Proxy (DEF 14A): compensation framework, policies, late Section 16 note for Aalders .
- Section 16 filings: SEC Form 4 index and XML for Aalders; company‑hosted Form 4 documents .