Joanne Lau
Garrett MotionAbout Joanne Lau
Joanne Lau serves as Vice President, Chief Accounting Officer and Corporate Controller at Garrett Motion (GTX), appointed effective October 6, 2021; she is 48 years old, holds a B.S. in Finance from Santa Clara University, and is a Certified Public Accountant . Prior experience includes senior finance leadership at Eurofins Scientific and multiple controller roles at WABCO; earlier roles at Metro Cash & Carry, GE Healthcare, Deloitte, and KPMG . Garrett’s executive compensation program ties pay to Adjusted EBITDA, Adjusted EBITDA margin, and Adjusted Free Cash Flow conversion, aligning with strong operating performance; in 2024 Garrett produced Net Income of $282M and Adjusted EBITDA of $598M, and reported cumulative TSR of 163.88 for the period shown in its pay-versus-performance table .
Past Roles
| Organization | Role | Years | Notes |
|---|---|---|---|
| Eurofins Scientific | Senior Finance Director, Corporate Consolidation, Controlling & Tax | Feb 2021–Oct 2021 | Bio-analytical testing provider |
| WABCO | Corporate Controller | Apr 2019–Feb 2021 | Commercial vehicle technologies |
| WABCO | Assistant Corporate Controller | Jan 2015–Mar 2019 | |
| WABCO | Global Accounting & Reporting Manager | Jun 2013–Dec 2014 | |
| Metro Cash & Carry | Operations Controlling Manager | ~2 years | |
| GE Healthcare Technologies | Financial Reporting & Consolidations Manager | ~4 years | |
| Deloitte & Touche | Audit Manager | ~2 years | |
| KPMG | Experienced Audit Senior | ~4 years |
External Roles
No external directorships or committee roles were disclosed for Ms. Lau in the executive officer biographies of recent proxies and appointment filings reviewed .
Fixed Compensation
| Component | Terms |
|---|---|
| Base Salary | CHF 340,000 gross per annum; paid monthly plus a prorated 13th-month payment; USD approx. $366,000 at appointment disclosure |
| Target Annual Bonus | 40% of base salary (discretionary annual cash bonus eligibility) |
| Annual LTI Target | Initial target opportunity equal to 60% of annual base salary |
| Sign-on Cash Bonus | CHF 85,000 (USD approx. $91,000); clawback if employment terminates for any reason before 1-year anniversary of effective date |
| Location | Normal place of work: Rolle, Canton of Vaud, Switzerland |
Performance Compensation
| Incentive | Metric(s) | Weighting | Target | Actual/Payout | Vesting |
|---|---|---|---|---|---|
| 2025 ICP (company-wide design) | Adjusted EBITDA; Adjusted EBITDA Margin; Adjusted Free Cash Flow Conversion | 75% objective company metrics; 25% based on individual goals and committee discretion | Not disclosed | Not disclosed | Annual cash plan; payout per ICP |
| Annual LTI (structure) | Equity awards under LTI plan (type not specified for CAO) | Target 60% of salary (initial) | Not disclosed | Not disclosed | Per LTI plan terms |
| Sign-on RSUs | RSUs value $274,822; granted within first 60 days of employment | N/A | N/A | N/A | Vest in two equal installments on 3rd and 4th anniversaries of grant date |
| Company PSU design (NEOs, reference) | Absolute TSR price hurdles (33%), cumulative Adjusted EBITDA (33%), cumulative Adjusted EBITDA Margin (33%) for 2024 awards; prior design included Relative TSR (2023 grants) | 33/33/33 (2024 PSUs) | Not disclosed | Not disclosed | Performance period ending Dec 31, 2026 (2024 PSUs); 2023 Relative TSR period Jan 1, 2023–Dec 31, 2025 |
Equity Ownership & Alignment
- Beneficial ownership: In the 2022 security ownership table, Ms. Lau had no reported beneficial ownership of common stock (shown as “—”); later proxies list directors and NEOs but do not enumerate Ms. Lau’s individual holdings .
- Hedging/pledging: Company policy prohibits hedging and pledging by directors and executive officers; the 2025 ownership section notes shares shown as beneficially owned by directors and executive officers are not pledged .
- Stock ownership guidelines: NEOs must hold shares equal to a multiple of base salary and retain 50% of shares acquired from equity awards until compliant; for 2025, executive officers reporting to the CEO were set to 3x base salary (CEO 5x; CFO 3x; others as listed for NEOs). Specific guideline for Ms. Lau was not separately disclosed .
- Insider trading patterns: Attempted retrieval of Form 4 transactions for “Joanne Lau” (GTX) failed due to API authorization error; no transaction-level analysis available. The company disclosed nine Form 4s were filed three days late in 2024 in connection with PSU vesting for each executive officer (administrative compliance issue) .
Employment Terms
| Provision | Terms |
|---|---|
| Appointment | Effective October 6, 2021; employment to begin no later than Oct 15, 2021 subject to work permit |
| Role | VP, Chief Accounting Officer & Corporate Controller; full-time permanent |
| Notice Periods | Probation first 3 months: 1-month notice; thereafter: 6-month written notice (end of calendar month); garden leave at company discretion during notice |
| Non-Compete | 24 months post-termination non-compete |
| Non-Solicit | 12 months post-termination non-solicitation of employees and customers |
| Contractual Penalty | Breach of clause 19 (post-termination restrictions) triggers contractual penalty equal to last annual gross basic salary; injunctive relief available |
| Clawback | Dodd-Frank 10D clawback for intentional or grossly negligent misconduct requiring accounting restatement; recovery of incentive-based compensation up to three prior years; and company clawback policy on restatements |
| Confidentiality/IP | Perpetual confidentiality covenants; employment contingent on IP/confidentiality agreement |
| Relocation Repayment | Repay 100% of localization costs if resigning or terminated for cause within 24 months |
| Governing Law & Jurisdiction | Swiss law; exclusive jurisdiction of specified courts |
| CIC Economics (program-level) | Double-trigger change-in-control provisions; no single-trigger cash severance or equity vesting; no excise tax gross-ups |
Performance & Track Record (Company context during tenure)
| Metric | 2021 | 2022 | 2023 | 2024 |
|---|---|---|---|---|
| Net Income ($MM) | 495 | 390 | 261 | 282 |
| Adjusted EBITDA ($MM) | 607 | 570 | 635 | 598 |
| Cumulative TSR (Value of $100) | 145.74 | 138.29 | 175.50 | 163.88 |
- 2024 operating highlights: Net Income Margin 8.1%; Adjusted EBITDA Margin 17.2%; Net Cash Provided by Operating Activities $408M; Adjusted Free Cash Flow $358M; $296M share repurchases (~13% of beginning 2024 share count), and planned 2025 dividends totaling $50M plus up to $250M share repurchases authorization .
Compensation Governance & Peer Context
- Governance: Anti-hedging/pledging, clawback policy, independent Talent Management & Compensation Committee, and no repricing or exchanges of underwater options without shareholder approval .
- Say-on-Pay: Approximately 98% approval at 2024 annual meeting .
- Peer group (for pay-versus-performance analysis): Adient, Allison Transmission, American Axle, Aptiv, Autoliv, BorgWarner, Dana, Gentex, Lear, Magna, Visteon .
Investment Implications
- Retention risk appears contained by stringent post-termination restrictions (24-month non-compete; 12-month non-solicit) and contractual penalty equal to last annual salary, plus garden leave rights and relocation cost clawback within 24 months .
- Compensation alignment is strong at the company level, with ICP and PSUs anchored to Adjusted EBITDA, margin, and FCF conversion; Ms. Lau’s pay structure includes a material equity component (annual LTI target 60% of salary; sign-on RSUs with 3rd/4th-year vesting) which supports long-term alignment .
- Insider selling pressure cannot be assessed due to Form 4 feed access failure; however, anti-hedging/pledging policies and retention/ownership guidelines mitigate misalignment risk, with a note on late Section 16 filings in 2024 for executive officers tied to PSU vesting (process discipline watchpoint) .
- Change-of-control economics are shareholder-friendly at the program level (double-trigger; no single-trigger or excise tax gross-ups), reducing windfall risks; severance multiples for Ms. Lau specifically are not disclosed .