Olivier Rabiller
Garrett MotionAbout Olivier Rabiller
Olivier Rabiller (age 54) is President & Chief Executive Officer (CEO) of Garrett Motion (GTX) and a director since the 2018 spin-off from Honeywell; he holds a Master’s in Engineering from École Centrale Nantes and an MBA from INSEAD . In 2024, Garrett delivered $3.5B in net sales (down 11% y/y), Net Income of $282M (8.1% margin), Adjusted EBITDA of $598M (17.2% margin), and Net Cash from Operations of $408M; management also highlighted Adjusted EBIT of $485M (14% margin) for added comparability . Execution highlights under Rabiller included a >50% win rate in core turbo, the move from prototype to production-ready high-speed electric powertrains (first launches targeted for 2027), and $296M in share repurchases (~13% of starting 2024 share count) with a 2025 capital return plan (quarterly dividends aggregating ~$50M and up to $250M buybacks) . Pay-versus-performance signals include use of Relative TSR in PSUs, with the 2023–2025 award tracking 140% achievement on TSR and 100% on EBITDA metrics through Dec 31, 2024, indicating relative outperformance on this measure over the period-to-date .
Past Roles
| Organization | Role | Years | Strategic impact |
|---|---|---|---|
| Honeywell Transportation Systems | President & CEO | 2016–2018 | Led the division before spin-off; prior roles in high-growth regions, aftermarket, and sourcing created foundation for GTX leadership . |
| Honeywell Transportation Systems | VP & GM, High Growth Regions, Business Development & Aftermarket | 2014–2016 | Drove growth initiatives in emerging markets and aftermarket . |
| Honeywell Transportation Systems | VP & GM, Aftermarket | 2012–2014 | Led aftermarket strategy and execution . |
| Honeywell (Turbo Technologies EMEA) | Senior Program Manager & Business Development Manager | Joined 2002 | Commercial and program leadership roles in Europe; earlier roles included VP Sourcing, VP European Sales & Customer Management, Dir. Marketing & Business Development (EU) . |
External Roles
| Organization | Role | Years | Strategic impact |
|---|---|---|---|
| Garrett Motion Board | Director | 2018–present | Executive director; member, Finance Committee . |
| Swiss-American Chamber of Commerce | Director (non-profit) | Disclosed 2023 | Cross-border business network engagement . |
| Friction Material Pacific (Australia) | Director | 2012–2016 (historical) | Industry oversight at a friction materials manufacturer . |
Fixed Compensation
| Metric (USD) | 2022 | 2023 | 2024 |
|---|---|---|---|
| Base Salary | $989,056 | $1,115,094 | $1,057,664 (paid); Annual base set at $1,072,930 for 2024 after Aug 1 adjustment |
| Target Bonus % (ICP) | 125% of base | — | 140% of base |
| Actual Annual ICP (Cash) | $997,034 (80.3% of target) | $2,246,546 | $2,114,208 (141% of target) |
Notes: 2024 salary table shows the annualized base after an in-year adjustment; the Summary Compensation Table shows amounts paid in 2024 .
Performance Compensation
Short-Term Incentive Plan (ICP) structure and results for 2024:
- 75% company performance; 25% individual goals. Company metrics: Adjusted EBITDA ($M), Adjusted EBITDA Margin (%), Adjusted Free Cash Flow Conversion (%). Max payout per metric capped at 200% .
| Metric | Weight | Threshold | Target | Maximum | Actual | Payout |
|---|---|---|---|---|---|---|
| Adjusted EBITDA ($M) | 40% | $527 | $620 | $713 | $615 | 97% |
| Adjusted EBITDA Margin (%) | 40% | 14.7% | 16.0% | 17.3% | 17.5% | 200% |
| Adjusted Free Cash Flow Conversion (%) | 20% | 51.0% | 60.0% | 69.0% | 61.0% | 111% |
Long-Term Incentive (LTI) awards (2024 grant mix: 60% PSUs, 40% RSUs):
- PSUs (2024–2026 performance period): equally weighted on Relative TSR, cumulative Adjusted EBITDA, and cumulative Adjusted EBITDA Margin (0–200% payout scale) . RSUs vest in 3 equal annual installments on grant anniversaries, subject to continued employment .
| 2024 LTI Grant (3/5/2024) | PSUs (#, target) | RSUs (#) | Aggregate Grant-Date Fair Value |
|---|---|---|---|
| Olivier Rabiller | 297,137 | 198,091 | $5,310,827 |
Additional recent performance signals:
- For the 2023–2025 PSU cycle, by Dec 31, 2024: Adjusted EBITDA $M and Adjusted EBITDA Margin % at 100% achievement; Relative TSR at 140% achievement (committee retains negative discretion) .
Stock vested (realized) in 2024:
| Name | Shares Vested | Value Realized |
|---|---|---|
| Olivier Rabiller | 486,366 | $4,559,083 |
Equity Ownership & Alignment
| Item | Detail |
|---|---|
| Beneficial Ownership (as of Mar 14, 2025) | 675,178 shares total: 584,279 common + 90,899 RSUs vesting within 60 days . |
| Ownership % of outstanding | <1% (executive table denotes “Less than 1%”) . |
| Unvested/Outstanding Awards (12/31/2024 snapshot) | RSUs: 181,802 (5/26/2021); 122,458 (2/17/2023); 198,091 (3/5/2024). PSUs (target or disclosure basis): 459,216 (2/17/2023); 495,228 (3/5/2024) . |
| Pledging/Hedging | Prohibited by policy; no shares pledged for directors/executives . |
| Ownership Guidelines | CEO: 5x base salary; all NEOs in compliance as of Dec 31, 2024 . |
| Trading Policy/Clawback | Blackouts and MNPI controls; clawback policy tied to restatements (executive incentive recoupment) . |
Employment Terms
| Topic | Key terms |
|---|---|
| Role start date | CEO and director since the 2018 spin-off . |
| Non-compete / Non-solicit | Two-year post-termination non-compete and non-solicit; standard confidentiality . |
| Severance (no CIC) | Company Severance Plan: 24 months of base salary for CEO, plus prorated annual bonus based on actual (or target if required by law) . |
| Severance (CIC + qualifying termination) | 24 months of base salary + 2× target annual bonus, plus prorated annual bonus; double-trigger; no excise tax gross-ups . |
| Equity treatment on termination | Without cause/good reason/retirement: next tranche of RSUs vests; PSUs remain eligible on a prorated basis. Under CIC + qualifying termination (if awards not assumed), all RSUs vest; PSUs vest at 100% of performance goals (with equitable adjustment for stock price goals) . |
| Illustrative CEO payouts (12/31/2024 hypothetical) | Death/Disability: equity acceleration $4.523M; Termination without cause: cash $4.260M + equity $4.523M (total $8.783M); CIC+termination: cash $7.264M + equity $9.707M (total $16.972M) . |
Board Governance (director service, committees, independence)
- Board service: Director since 2018; not independent due to CEO role .
- Committee role: Member, Finance Committee (10 meetings in 2024; remit includes capital structure, M&A, IR strategy) .
- Board leadership/independence: Non-Executive Chair structure; 8 of 9 nominees independent; all standing committees (Audit, Talent/Comp, Nominating/Gov) fully independent .
- Attendance: In 2024, incumbents attended >97% on average, each ≥85% of their meetings .
Compensation Structure Analysis
- Mix and risk: CEO pay is highly at-risk (87% of target in 2024), with heavy equity and performance-linked components (Relative TSR, EBITDA, margin) .
- Metric rigor and balance: 2024 ICP design emphasized profitability and cash generation (40%/40%/20% on Adj. EBITDA, margin, FCF conversion), yielding above-target payout primarily on margin outperformance (200% on margin metric) .
- LTI evolution: 2025 PSUs add a fourth component tied to New Growth Vectors (bookings/awarded revenue), increasing linkage to long-term strategic milestones .
- Governance safeguards: Double-trigger CIC; no option repricing; no hedging/pledging; clawback policy aligned to restatement recovery .
Director Compensation (as director)
- As CEO, Rabiller does not receive separate non-employee director compensation; director pay programs apply to independent directors (see Director Compensation section of proxy) .
Say-on-Pay & Shareholder Feedback
- 2024 say-on-pay support: ~98% approval, signaling strong investor alignment with the program .
Related Party / Compliance Notes
- No shares pledged by directors/executives; hedging prohibited .
- Section 16(a): Nine Form 4s for executive officers (related to a PSU performance condition vest) were filed three days late in 2024 (administrative delay) .
- Notable 2024 issuer repurchases from large holders (Sessa; Centerbridge) at negotiated prices; disclosed under related person transactions (repurchase context) .
Equity and Awards Detail (Selected Snapshot for Olivier Rabiller)
| Grant/Type | Quantity/Status | Notes |
|---|---|---|
| RSUs (5/26/2021) | 181,802 unvested at 12/31/2024 | 5-year ratable vesting from grant date . |
| PSUs (2/17/2023) | 459,216 (disclosure basis) | Performance period ends 12/31/2025; EBITDA/Margin at 100% and TSR at 140% achievement through 12/31/2024 (committee retains discretion) . |
| RSUs (2/17/2023) | 122,458 unvested | 3-year ratable vesting from grant date . |
| PSUs (3/5/2024) | 495,228 (disclosure basis) | Performance period ends 12/31/2026; metrics: Relative TSR, cumulative Adj. EBITDA, cumulative Adj. EBITDA Margin . |
| RSUs (3/5/2024) | 198,091 | 3-year ratable vesting on grant anniversaries . |
Investment Implications
- Alignment and retention: High equity weighting with multi-year PSU metrics (Relative TSR, EBITDA/Margin) and 5x salary ownership guideline (in compliance) anchor alignment and discourage short-termism; double-trigger CIC and 2-year non-compete reduce transition risk .
- Vesting/flow-overhang: Meaningful scheduled vesting (2021, 2023, 2024 RSUs) and PSU cliffs (2023–2025 cycle likely to settle post-FY25 results; 2024–2026 cycle post-FY26) could create periodic liquidity events; hedging/pledging bans and share retention requirements temper selling pressure signals .
- Pay-for-performance integrity: Above-target 2024 ICP was driven by strong margin performance and solid FCF conversion despite lower sales, consistent with the program’s profitability/cash focus; Relative TSR outperformance on the 2023–2025 PSU underscores competitive execution, benefitting long-term holders if sustained .
- Governance quality: Independent chair, fully independent key committees, and robust trading/clawback policies lower governance risk; very high say-on-pay support reduces near-term compensation controversy risk .
Appendix: Additional Data Tables
CEO ICP Results and Payout (2024)
| Name | 2024 ICP Earned ($) | Payout as % of Target |
|---|---|---|
| Olivier Rabiller | $2,114,208 | 141% |
CEO Summary Compensation (select line items)
| Year | Salary ($) | Stock Awards ($) | Non-Equity Incentive Plan ($) | Pension Value Change ($) | All Other ($) | Total ($) |
|---|---|---|---|---|---|---|
| 2024 | $1,057,664 | $5,310,827 | $2,114,208 | $158,620 | $22,916 | $8,664,235 |
| 2023 | $1,115,094 | $4,286,321 | $2,246,546 | $130,490 | $41,935 | $7,820,387 |
| 2022 | $989,056 | — | $997,034 | $97,904 | $22,412 | $2,106,406 |
2024 Grants of Plan-Based Awards (CEO)
| Award Type | Plan | Grant Date | Threshold | Target | Maximum | Shares/Units | Grant-Date Fair Value ($) |
|---|---|---|---|---|---|---|---|
| ICP (Cash) | — | — | $375,525 | $1,502,101 | $3,004,203 | — | — |
| PSUs | LTI Plan | 3/5/2024 | — | — | — | 297,137 | $3,399,249 |
| RSUs | LTI Plan | 3/5/2024 | — | — | — | 198,091 | $1,911,578 |
Ownership and Capital Return Highlights
- CEO beneficial ownership: 675,178 shares (584,279 common + 90,899 RSUs within 60 days); <1% of outstanding .
- 2024 capital returns: $296M share repurchases (~13% of starting 2024 share count); 2025 plan includes ~$50M aggregate dividends and up to $250M buyback authorization .