Scott A. Minder
About Scott A. Minder
Senior Vice President, Chief Financial Officer and Treasurer of Hyster-Yale (HY). Oversees public financial reporting, accounting, tax, treasury, and investor relations; previously VP–Treasurer & IR at ATI Inc., investor relations and divisional CFO roles at PPG Industries, finance leadership at Penske Logistics, and an 11-year finance career at General Motors; B.S. in Management (Kettering University) and MBA (Duke University) . Joined HY effective September 1, 2022, succeeding the prior CFO (hire and transition disclosed in 2022/2023 proxies and 8-Ks) . Company performance context during his tenure: FY2024 consolidated net income $144.2 million and Lift Truck consolidated operating profit $296.7 million; value of an initial $100 investment based on HY TSR shown as $(0.54) for 2024 versus $80.95 for Russell 2000 Industrials peer group .
Past Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| ATI Inc. | VP, Investor Relations; then VP–Treasurer & Investor Relations | 2017–2018; 2018–2022 | Led IR and treasury, capital markets interface; elevated financial communications and liquidity management . |
| PPG Industries | Director, Investor Relations; Global Business Controller – Industrial & Packaging Coatings; CFO – Automotive OEM Coatings | 2009–2017 | Portfolio finance leadership; divisional CFO accountability; IR for a global coatings leader . |
| Penske Logistics | CFO – Automotive Division; Director, Global Quality | Pre-2009 | Divisional P&L stewardship and operational quality systems in logistics . |
| General Motors | Finance roles across manufacturing, marketing, process risk management, culminating in investor relations | ~11 years | Broad OEM finance discipline; investor relations experience at scale . |
External Roles
No public company directorships disclosed for Minder in HY’s proxy materials .
Fixed Compensation
| Metric | 2023 | 2024 |
|---|---|---|
| Salary Midpoint ($) | $485,400 | $502,500 |
| Base Salary ($) | $430,000 | $455,800 |
| Perquisite Allowance ($) | $20,000 | $20,000 |
| Salary (Summary Compensation Table) ($) | $450,000 | $475,800 |
Performance Compensation
Short-Term Incentive (Annual Cash) – 2024
| Metric | Weighting | Target | Actual | Achievement | Payout Contribution |
|---|---|---|---|---|---|
| Lift Truck Consolidated Total Revenue | 20% | $4,366,300,000 | $4,113,800,000 | 88.4% | 17.7% |
| New Units Bookings % of Target Revenue | 15% | 100.00% | 72.80% | 40.0% | 6.0% |
| New Units Bookings Adjusted Standard Margin % | 20% | 17.0% | 21.0% | 150.0% | 30.0% |
| Average Inventory as % of Adj Standard Cost | 25% | 23.5% | 27.7% | 40.0% | 10.0% |
| Lift Truck Consolidated Operating Profit ($) | 20% | $251,300,000 | $296,700,000 | 130.1% | 26.0% |
| Final Corporate Lift Truck Payout | 100% | — | — | — | 89.7% |
- Resulting cash payout for Minder: $225,371 under the Short-Term Plan (44.85% of salary midpoint) .
Equity Long-Term Plan (one-year performance; fully vested at grant with transfer restrictions)
| Metric | 2023 | 2024 |
|---|---|---|
| Salary Midpoint ($) | $485,400 | $502,500 |
| Target % of Midpoint | 86.25% | 86.25% |
| Target ($) | $418,658 | $433,406 |
| Payout % | 139.8% | 148.9% |
| Cash-Denominated Payout ($) | $585,284 | $645,342 |
| Cash Portion Paid (~35%) ($) | Included in Non-Equity Incentive; cash component $456,564 total NQDC/LTI cash | $225,874 cash portion of equity award |
| Fair Market Value of Equity Portion ($) | $815,751 | $710,856 |
- Vesting mechanics: awards are fully vested at grant but subject to transfer restrictions that generally lapse 10 years after the performance period, at death/disability, or 4 years post-retirement; early release is rare and limited to housing, medical, or education expenses; no early releases granted in 2024 .
Equity Ownership & Alignment
| Metric | 2024 | 2025 |
|---|---|---|
| Beneficial Ownership (Class A shares) | 18,952 (0.14%) | 26,723 (<1%) |
| Shares Acquired on Vesting (annual LTI awards) | 8,246 (value realized $583,306; grant-date net settlement initially issued 11,532 shares, FMV $815,751) | 7,771 (value realized $410,052; initially issued 9,191 shares, FMV $484,981) |
| Transfer Restrictions | 10-year restriction from end of performance period; fully vested but restricted; dividends/voting permitted |
- Pledging: Proxy footnotes disclose pledged shares for certain shareholders/directors; no pledging footnote for Minder in beneficial ownership tables .
Employment Terms
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Start date: Appointed Senior VP, CFO & Treasurer effective September 1, 2022 .
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Change-in-control economics (Incentive Plans): Estimated $730,057 (2023) and $799,934 (2024) based on pro-rated target awards; ~35% cash, remainder transfer-restricted stock .
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Retirement/Deferred Compensation:
- Defined contribution only; typical match 3% on first 6% of contributions for Minder; profit-sharing 3.20%–10.05% contingent on age and operating profit; Minder is 40% vested in retirement benefits .
- Nonqualified Deferred Compensation (Excess Plan):
Metric 2023 2024 Executive Contributions ($) $31,500 $35,750 Employer Contributions ($) $29,931 $63,696 Aggregate Earnings ($) $7,268 $15,832 Withdrawals/Distributions ($) — $68,698 (payout of prior-year accruals) Aggregate Balance ($) $68,699 $115,278
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Clawback, non-compete, severance multiples, tax gross-ups: Not disclosed in available filings; equity plan and incentive plan mechanics summarized above .
Multi-Year Compensation (Summary Compensation Table)
| Metric (USD) | 2022 | 2023 | 2024 |
|---|---|---|---|
| Salary | $150,000 | $450,000 | $475,800 |
| Bonus | $325,264 (sign-on, guaranteed components) | $75,000 (remaining sign-on) | — |
| Stock Awards (FMV) | $312,184 | $815,751 | $484,982 |
| Non-Equity Incentive Plan Compensation | — | $456,564 | $451,245 |
| Change in Pension Value & NQDC Earnings | — | $5,269 | $12,139 |
| All Other Compensation | $14,043 | $75,354 | $111,351 |
| Total | $801,491 | $1,877,938 | $1,535,517 |
Performance & Track Record
- FY2024 Short-Term Plan metrics for Minder were 100% tied to Lift Truck corporate factors: exceeded operating profit and margin targets, underperformed unit revenue and inventory efficiency; final payout 89.7% of target .
- Pay vs Performance table shows consolidated net income $144.2 million and Lift Truck operating profit $296.7 million in 2024; HY’s “value of initial fixed $100 investment based on TSR” presented as $(0.54) for 2024 vs $80.95 for the Russell 2000 Industrials peer group .
Compensation Structure Analysis
- Mix and alignment: 2024 target total compensation for Minder set at $1,207,156 with 41% salary, 21% short-term cash, and 36% long-term equity/cash awards; perquisite allowance $20,000 fixed through 2026 .
- Year-over-year shifts: Equity grant FMV declined from $815,751 (2023) to $484,982 (2024); non-equity incentive cash remained ~flat; base moved from $450,000 (2023) to $475,800 (2024) consistent with salary midpoint increase .
- Plan design: Annual equity awards are fully vested at grant but illiquid due to 10-year transfer restrictions, reducing near-term selling pressure; cash component ~35% provides immediate value .
Equity Ownership & Alignment
- Skin-in-the-game: Beneficial ownership is <1% of Class A; holdings increased from 18,952 (2024) to 26,723 (2025), reflecting equity awards and net settlement mechanics; no pledging disclosed for Minder .
- Ownership guidelines, compliance status: Not disclosed in available filings.
Employment Terms
- Employment start date: September 1, 2022 (appointment as CFO) .
- Change-of-control: Pro-rated target awards; estimated total $730,057 (2023) and $799,934 (2024); ~35% payable in cash, remainder in transfer-restricted stock .
- Retirement and deferred comp: Defined contribution plan match and profit-sharing; Excess Plan participation with annual payout timelines (payments by March 15 following year) .
Investment Implications
- Alignment vs liquidity: Fully vested but 10-year transfer-restricted equity awards limit near-term selling pressure; watch for any approved early releases (rare) and retirement timing, which can accelerate lapse to 4 years post-retirement .
- Incentive levers: Minder’s cash bonus is tightly linked to Lift Truck margin and operating profit, with underweights on revenue and inventory efficiency; positive payout on margin/OP indicates emphasis on profitability over growth; inventory and bookings shortfalls remain execution risks .
- Ownership signal: Sub-1% stake implies limited personal balance sheet exposure; alignment is primarily through ongoing restricted equity grants rather than large open-market ownership; no pledging flagged—avoids a key governance red flag .
- Event risk: Change-in-control economics are modest relative to CEO; compensation framework uses objective financial metrics and avoids stock options or repricing; no tax gross-ups or clawback details disclosed—monitor future proxy updates for governance enhancements .