Scott Kornblau
About Scott Kornblau
Scott L. Kornblau is Senior Vice President and Chief Financial Officer of GLDD since October 1, 2021; he was 50 at appointment, holds an accounting degree from the University of Texas at Austin, and is a licensed CPA in Texas . In 2024, GLDD delivered net income of $57.3M and Adjusted EBITDA of $136.0M, up $43.4M and $63.0M respectively versus 2023, reflecting execution momentum during his tenure . Pay-versus-performance disclosures show GLDD’s cumulative TSR values of $99.6 (company) vs $153.3 (peer group) for 2024, with net income and Adjusted EBITDA trends disclosed annually .
Past Roles
| Organization | Role | Years | Strategic impact |
|---|---|---|---|
| Diamond Offshore Drilling, Inc. | Chief Financial Officer; prior finance leadership roles | 20+ years | Led finance at a leading offshore driller; deep experience in capital-intensive, marine operations |
External Roles
- Not disclosed.
Fixed Compensation
| Metric | 2022 | 2023 | 2024 |
|---|---|---|---|
| Base Salary ($) | 435,000 | 435,000 | 452,400 |
| Target Bonus % of Salary | — | 70% | 70% |
| Actual Annual Incentive ($) | — | 310,590 | 633,360 |
Performance Compensation
Annual Incentive Structure and Outcome (2024)
| Metric | Weighting | Threshold | Target | Max | Actual | Payout |
|---|---|---|---|---|---|---|
| Adjusted EBITDA | 70% (CFO) | $65M (50%) | $130M (100%) | $156M (200%) | $162.5M | 200% of target |
| Individual Strategic Goals | 30% (CFO) | Qualitative | Qualitative | Qualitative | Met/assessed across HSE/ESG, fleet renewal, offshore energy, backlog, operations | Included in overall payout; final award at 200% |
Long-Term Incentive Grants and Vesting (Key CFO Awards)
| Grant Date | Type | Shares (#) | Grant Date Fair Value ($) | Core Performance Metrics / Vesting |
|---|---|---|---|---|
| Mar 15, 2024 | RSUs | 22,305 | 192,269 | Time-based; vest in 3 equal annual installments |
| Mar 15, 2024 | PSUs (annual) | 22,305 target; 11,153 threshold; 44,610 max | 192,269 | Year-by-year 2024–2026; metrics: G&A+OH (20%), contract margin (40%), year-end dredging backlog (40%); earned tranches vest on grant anniversary after performance period |
| Jul 30, 2024 | Special PSUs | 50,000 | 455,500 | 20,000 PSUs vest on Jun 30, 2026 if FY2025 EBITDA within ±10% of budget; 30,000 PSUs vest on Jun 30, 2028 if FY2026 EBITDA within ±10% of budget; continuous service required through vest dates |
| Mar 17, 2023 | Special PSUs (financing) | 80,000 | 385,600 | Vesting tied to financing/equity initiatives; 50,000 PSUs vested Apr 25, 2024; 30,000 PSUs vested Mar 17, 2025 |
FY2024 PSU Goal Outcomes (applies to annual PSU programs)
| Program | Metric | Threshold | Target | Max | Actual | Funding (% of Target) |
|---|---|---|---|---|---|---|
| 2022 PSU (EBIT) | Adjusted EBIT ($) | 83.4M | 119.2M | 158.9M | 93.3M | ≥50% |
| 2023 PSU (EBITDA) | Adjusted EBITDA ($) | 65.0M | 130.0M | 169.0M | 162.5M | >100% |
| 2024 PSU (multi-metric) | G&A+OH (%) | 13.8 | 12.8 | 11.8 | 10.9 | 200% |
| 2024 PSU (multi-metric) | Contract Margin (%) | 19.3 | 23.3 | 27.3 | 27.2 | ~200% |
| 2024 PSU (multi-metric) | Year-end Dredging Backlog ($) | 499.4M | 624.2M | 749.0M | 1.2B | 200% |
Equity Ownership & Alignment
| Item | Value |
|---|---|
| Beneficially Owned Shares | 89,897 |
| Shares Outstanding (Record Date) | 66,360,696 |
| Ownership as % of Shares Outstanding | 0.14% (89,897 ÷ 66,360,696) |
| Options Outstanding | None (no outstanding option awards as of 12/31/2024) |
| Stock Ownership Guideline | 3× base salary; retain 50% of net shares until compliant |
| Compliance Status | In compliance (as of 12/31/2024) |
| Hedging/Pledging | Prohibited for directors, officers, employees |
Deferred compensation participation: Executive contributions $32,573, registrant contributions $23,390, earnings $1,411; aggregate SSP balance $74,575 (2024) .
Employment Terms
| Term | Detail |
|---|---|
| Employment Start Date | Oct 1, 2021 (CFO appointment) |
| Agreement Term & Renewal | Initial 3-year term from start date; automatic 1-year renewals unless 60-day notice of non-renewal |
| Base Salary at Hire | $435,000 (fixed for FY2022) |
| Target Bonus & LTI at Hire | Target bonus 65% of salary; LTI target 75% of salary; plus one-time 15,000 time-based RSUs vesting 1/3 annually from 2022 |
| Non-compete | 12 months post-termination; global scope across continents of recent operations; exceptions possible via company consent process |
| Non-solicitation & Non-interference | 12 months post-termination (employee and business relationships) |
| Severance (no cause/good reason) | 12 months base salary; pro rata target bonus and SSP benefits; 12 months health coverage subsidy; 12 months vesting credit on outstanding equity; outplacement up to $15,000 |
| Change-in-Control (double-trigger) | 1.25× current base salary + 100% target bonus (lump sum); full vesting of unvested time-based equity; 12 months health coverage subsidy; outplacement up to $15,000 |
| Equity on New-Hire/Transition | One-time RSU grant of 15,000 shares vesting over 3 years |
| Clawback | Revised Sep 6, 2023; recoup cash/equity for inaccurate financials and for conduct justifying termination for cause; may recoup severance and time-based awards |
| Tax Gross-ups | None; payments reduced to avoid 4999 excise tax if it increases net after-tax amount |
| Arbitration | AAA Employment Arbitration Rules; Harris County, Texas for injunctive relief |
| Insider Trading Policy | Robust processes; prohibitions aligned with Nasdaq standards |
Performance & Track Record
| Year | Total Shareholder Return (Company) | Peer Group TSR | Net Income ($MM) | Adjusted EBITDA ($MM) |
|---|---|---|---|---|
| 2021 | 138.8 | 71.7 | 49.4 | 127.4 |
| 2022 | 52.5 | 77.8 | (34.1) | 17.0 |
| 2023 | 67.8 | 104.3 | 13.9 | 75.3 |
| 2024 | 99.6 | 153.3 | 57.3 | 136.0 |
- 2024 business highlights include continued fleet renewal, entry into offshore energy with Jones Act–compliant subsea rock installation vessel, and strong backlog/margin metrics feeding PSU outcomes .
Compensation Peer Group (2024 program)
Ameresco; Argan; Badger Infrastructure Solutions; Construction Partners; Forum Energy Technologies; Helix Energy Solutions; KLX Energy Services; Limbach Holdings; Logistec; Matrix Service; Mistras Group; Newpark Resources; Northwest Pipe; NV5 Global; Oil States International; Orion Group Holdings; ProPetro Holding; Sterling Infrastructure; Team; Tidewater .
Say-on-Pay & Shareholder Feedback
- Say-on-pay approval: ~95% in 2024; ~92% in 2023; program viewed as pay-for-performance with EBITDA-centric annual incentives and PSU structures .
Investment Implications
- Pay-for-performance alignment: CFO’s cash incentive tied 70% to Adjusted EBITDA and 30% to qualitative strategic execution; 2024 payout at 200% reflects strong financial and operational delivery .
- Retention and execution focus: Special PSUs requiring service through June 30, 2026 and June 30, 2028, contingent on meeting budget EBITDA thresholds, create multi-year retention hooks and focus on profitability .
- Change-in-control discipline: Double-trigger severance with no excise tax gross-ups and PSU treatment based on actual/target outcomes reduces windfall risk and aligns with governance best practices .
- Ownership and hedging: Modest direct shareholdings (~0.14% of SO) paired with 3× salary ownership guidelines and strict anti-hedging/pledging strengthen alignment but limit leverage to equity upside .
- Execution credentials: Prior CFO experience in capital-intensive marine operations and delivery of financing initiatives (second-lien credit) linked to special PSU vesting support confidence in capital planning and liquidity management .