David McQuarrie
HPAbout David McQuarrie
David McQuarrie, age 49, is HP Inc.’s Chief Commercial Officer (CCO), a role he has held since November 2022 after senior leadership roles in Personal Systems, Customer Support, and Print Business Management at HP, and prior sales leadership positions at Lenovo and Dell . HP’s pay-versus-performance disclosure shows company-level total shareholder return (TSR) improved from 160.80 in FY 2023 to 224.42 in FY 2024, with net income of $2,775 million in FY 2024, providing context for incentive alignment across the executive team . Education is not disclosed in the cited filings .
Past Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| HP Inc. | Chief Commercial Officer | Nov 2022–present | Commercial leadership across HP enterprise goals |
| HP Inc. | SVP & GM, Personal Systems Category | Nov 2021–Nov 2022 | Led category management for Personal Systems |
| HP Inc. | Global Head of Customer Support | Nov 2019–Nov 2021 | Led global customer support function |
| HP Inc. | Global Head of Print Business Management | Jan 2017–Oct 2019 | Led Print Business Management |
| Lenovo | Sales leadership positions | 2008–2016 | Global PC/tech sales leadership |
| Dell | Sales leadership positions | 1998–2007 | Global PC/tech sales leadership |
External Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| Lenovo | Sales leadership positions | 2008–2016 | Global sales leadership in PCs/technology |
| Dell | Sales leadership positions | 1998–2007 | Global sales leadership in PCs/technology |
Fixed Compensation
| Year | Base Salary ($) | Target Bonus % of Salary | Actual Annual Incentive Payout ($) | Actual Payout as % of Target |
|---|---|---|---|---|
| FY 2024 | 715,000 | 100% (Chief Commercial Officer plan target) | 589,875 | 82.5% |
- FY 2024 base salary increased 10% YoY to $715,000 to align with market and performance .
Performance Compensation
Annual Incentive Structure and FY 2024 Outcomes
| Metric | Weighting | Target Definition | FY 2024 Funding/Actual | Payout & Vesting |
|---|---|---|---|---|
| GAAP Net Revenue | 25% | Company financial metric | Included in “financial metrics” bucket funded 60% | Cash; paid after FY end contingent on service |
| Adjusted non-GAAP Operating Profit | 25% | Company financial metric | Included in “financial metrics” bucket funded 60% | Cash; service-through-year-end required |
| Non-GAAP Free Cash Flow | 25% | Company financial metric | Included in “financial metrics” bucket funded 60% | Cash; service-through-year-end required |
| Management-by-Objectives (MBOs) | 25% | Individual qualitative goals | 22.5% for McQuarrie | Cash; service-through-year-end required |
| Total Annual Incentive | — | Weighted sum of above | 82.5% of target | $589,875 payout |
- HRC evaluation: McQuarrie “met and in some cases exceeded his MBOs but did not achieve certain business and sustainability goals,” reflecting strong leadership and talent development .
Long-Term Incentives (Grants in FY 2024)
| Award Type | Grant Date | Units/Value | Design | Vesting |
|---|---|---|---|---|
| RSUs | 12/19/2023 | 53,765 units; $1,628,004 grant-date fair value | Time-vested | Scheduled releases per table below |
| PARSUs (EPS – Year 1) | 12/19/2023 | Target 21,506 units; $920,027 grant-date fair value | 80% weight on annual EPS (3-year average) with TSR modifier vs S&P 500 | 3-year cliff based on performance |
| PARSUs (KGA – Revenue) | 12/19/2023 | Target 16,129 units; $463,064 grant-date fair value | 20% weight on revenue goal for Key Growth Areas (KGA) | 3-year cliff based on performance |
| Prior PARSU (2012/2022 awards shown) | 12/8/2022 | Target 11,082 units; $318,164 grant-date fair value | EPS goal components | 3-year cliff based on performance |
- Program design: PARSUs have 3-year cliff vesting; EPS components roll into a 3-year average adjusted by 3-year TSR vs S&P 500; KGA revenue goal accounts for 20%; payouts capped at 3x target shares since FY 2023 .
Equity Ownership & Alignment
Beneficial Ownership and Outstanding Awards (as of 10/31/2024)
| Item | Quantity/Value |
|---|---|
| Shares of common stock beneficially owned | 206,978; less than 1% of outstanding |
| Options exercisable (#) | 86,364 @ $17.37 exp. 10/30/2029 |
| Options exercisable/unexercisable (#) | 39,225 / 39,226 @ $28.48 exp. 12/7/2032 (performance tranches) |
| RSUs not vested (#) | 140,555; $4,992,500 market value |
| Unearned shares/units not vested (PARSUs) | 45,014; $1,598,897 payout value |
| Options subject to performance-hurdle tranches | Second performance hurdle achieved in FY 2024; one-third vested on 2nd anniversary of 12/8/2022 grant |
| Options forfeiture note (program-wide) | For certain 12/6/2031 grants, first-tranche performance hurdle not met; one-third forfeited (applies to awards footnoted (3)) |
Release/Vesting Schedule (time-vested stock awards)
| Release Date | Shares (plus accrued dividend equivalents) |
|---|---|
| Nov 1, 2024 | 17,953 |
| Dec 7, 2024 | 44,182 |
| Nov 1, 2025 | 17,954 |
| Dec 7, 2025 | 35,244 |
| Dec 7, 2026 | 17,922 |
- Stock Awards Vested in FY 2024: 70,396 shares; value realized $2,002,454 .
- Stock Ownership Guidelines: CEO 7x salary; other Section 16 officers 5x salary to be attained within five years; McQuarrie is within the five-year window and NEOs are on pace to meet guidelines; options and ongoing PARSUs do not count toward compliance .
- Hedging/Pledging: Prohibited; limited exceptions for margin accounts; further aligns interests with stockholders .
Employment Terms
| Scenario (as if terminated 10/31/2024) | Total ($) | Severance ($) | Stock Options ($) | RSUs ($) | PARSUs ($) |
|---|---|---|---|---|---|
| Voluntary/For Cause | — | — | — | — | — |
| Disability | 9,495,834 | — | — | 552,302 | 4,992,500 |
| Retirement | — | — | — | — | — |
| Death | 9,495,834 | — | — | 552,302 | 4,992,500 |
| Not for Cause | 6,331,823 | 2,177,021 | 253,144 | 2,222,450 | 1,679,208 |
| Change in Control (Double Trigger Policy) | 11,672,855 | 2,177,021 | 552,302 | 4,992,500 | 3,951,032 |
- Governance: HP does not use fixed-term executive employment contracts for senior executives; change-in-control benefits require a double trigger; company maintains clawback policies compliant with SEC/NYSE rules; no 280G tax gross-ups .
Deferred Compensation and Other
| Item | Amount ($) |
|---|---|
| Executive contributions (FY 2024) | 114,950 |
| Registrant contributions (FY 2024) | 13,200 |
| Aggregate earnings (FY 2024) | 87,318 |
| Aggregate balance (10/31/2024) | 480,209 |
| All Other Compensation (FY 2024) | 61,009 |
Performance & Track Record
- Company-level TSR rose to 224.42 in FY 2024 (from 160.80 in FY 2023); company net income was $2,775 million in FY 2024; the selected measure for long-term incentives is PARSU EPS (non-GAAP) of 3.33 in FY 2024 .
- HRC evaluation notes McQuarrie’s strong leadership, team-building, and stakeholder engagement; partial shortfalls in certain business and sustainability goals; MBO funding 22.5% for FY 2024 .
Equity Ownership & Alignment (Summary)
| Measure | Detail |
|---|---|
| Beneficial ownership | 206,978 shares; <1% outstanding |
| Stock ownership guideline | 5x base salary within 5 years for Section 16 officers; NEOs on pace |
| Pledging/Hedging | Prohibited |
| Options outstanding | 86,364 @ $17.37 exp. 10/30/2029; 39,225/39,226 @ $28.48 exp. 12/7/2032 (perf-vested tranches) |
| Unvested RSUs | 140,555 shares; $4,992,500 market value |
| Unearned PARSUs | 45,014 units; $1,598,897 payout value |
| Upcoming release dates | Multiple releases through Dec 2026 (see schedule) |
Compensation Structure Analysis
- Cash vs Equity Mix: Majority of compensation is equity/performance-based; salary comprises ~10% of NEO compensation on average; McQuarrie’s FY 2024 salary $715k; stock awards $3.33M; annual incentive $590k .
- Shift to PARSUs/RSUs: Long-term incentives delivered via PARSUs (EPS+TSR and KGA revenue) and RSUs; PARSU payouts capped at 3x since FY 2023, aligning risk/reward .
- Governance features: Double-trigger change-in-control; clawbacks; prohibition on hedging/pledging; no option repricing without stockholder approval; no 280G tax gross-ups .
Risk Indicators & Red Flags
- Pledging/Hedging: Prohibited (mitigates alignment risk) .
- Option Performance Hurdles: Certain performance-hurdle options have tranche-based vesting; for McQuarrie’s 12/8/2022 options, the second hurdle was achieved and one-third vested; broader program footnote notes first-tranche forfeitures for certain 12/6/2031 awards (not shown for McQuarrie), highlighting rigorous performance gates .
- Insider Selling Pressure: Significant scheduled RSU releases through 2026; FY 2024 stock vest value realized $2.0M; monitor trading windows given vesting cadence .
Employment Terms
- No fixed-term contract, consistent severance framework, double-trigger CIC, clawbacks; target annual incentive for CCO set at 100% of salary with payout contingent on service through fiscal year end .
Investment Implications
- Alignment: Strong pay-for-performance design with rigorous PARSU structure (EPS+TSR, KGA revenue) and prohibitions on hedging/pledging support long-term alignment; McQuarrie is within the five-year ownership guideline window and has meaningful unvested equity, reducing near-term misalignment risk .
- Retention Risk: Substantial unvested RSUs/PARSUs and performance-hurdled options (with future release dates) create retention hooks; however, scheduled RSU releases may create periodic liquidity events—watch Form 4 filings around vest dates .
- Performance Signals: FY 2024 annual incentive funded at 82.5% for McQuarrie (financial metrics 60%, MBOs 22.5%), indicating disciplined payout against mixed achievement; company TSR and net income trends in FY 2024 provide supportive backdrop for incentive outcomes, but individual metrics detail (revenue/OP/FCF) not broken out by executive .
- Change-in-Control Economics: Not-for-cause and CIC amounts suggest moderate protection balanced by double-trigger policy and clawbacks; no tax gross-ups, reducing shareholder-unfriendly optics .