Davide Barbon
ITTAbout Davide Barbon
Senior Vice President and President, Motion Technologies (MT) and Asia Pacific (APAC) at ITT. Age 55; joined ITT in 2010 and was appointed SVP & President, MT and APAC in October 2023 after serving as SVP & President, APAC since 2020 . Company performance under his tenure includes strong 2023 results (surpassed $3B revenue; record operating margin; >$500M operating cash flow) and continued strength in 2024 (organic revenue +7%, adjusted operating margin +80 bps to 17.7%, adjusted EPS +12%, operating cash flow >$560M; TSR +21%) .
Past Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| ITT | SVP & President, APAC | Appointed Oct 2020 | Exceeded operating margin target; managed COVID challenges in China; strengthened APAC leadership hires |
| ITT | SVP & President, MT and APAC | Appointed Oct 2023 – present | Delivered strong financial results for both MT segment and APAC region; operational improvements; leadership team strengthening |
External Roles
No external public company directorships or roles disclosed in ITT’s proxy biography for Mr. Barbon .
Fixed Compensation
Multi-year compensation (USD):
| Metric | 2022 | 2023 | 2024 |
|---|---|---|---|
| Salary | $336,050 | $380,600 | $496,833 |
| Stock Awards (grant-date fair value) | $655,665 | $1,059,782 | $882,782 |
| Non-Equity Incentive (AIP) | $311,130 | $676,500 | $744,150 |
| All Other Compensation | $735,292 | $281,934 | $281,934 |
| Total | $2,038,137 | $2,965,818 | $2,405,699 |
Base salary levels and changes:
| Metric | 2021 Annual Base Salary | 2023 Annual Base Salary | 2024 Annual Base Salary |
|---|---|---|---|
| Barbon Base Salary (USD) | $342,000 (converted from EUR at 1.14) | $451,000 | $605,000 (EUR→USD at 1.1) |
Perquisites and notable items:
- 2023 international assignment benefits including housing, schooling, cost-of-living, medical, transportation, immigration, and tax gross-ups ($523,165) totaling $841,016 .
- 2022 international assignment benefits, including tax gross-ups ($413,644), totaling $728,032 .
Performance Compensation
AIP design and weights:
| Component (Company AIP) | 2023 Weight | 2024 Weight |
|---|---|---|
| Adjusted EPS | 20% | 20% |
| Adjusted Operating Margin | 20% | 20% |
| Free Cash Flow | 20% | 25% |
| Adjusted Revenue | 20% | 20% |
| Individual & Team Goals | 20% | 15% |
AIP payout (2024, paid March 2025):
| Item | Value |
|---|---|
| Target AIP as % of Base Salary | 75% |
| Target AIP Amount | $453,750 (EUR→USD, 1.1 rate) |
| Actual AIP Paid | $744,150 |
| Payout vs Target | 164% |
Segment performance metrics tied to Barbon’s AIP (2024 results):
| MT Segment Metric | Threshold (50%) | Target (100%) | Max (200%) | 2024 Result | 2024 Payout |
|---|---|---|---|---|---|
| Adjusted Segment Free Cash Flow ($mm) | $252 | $296 | $340 | $287 | 89.5% |
| Adjusted Segment Operating Margin (%) | 16.9% | 17.8% | 18.7% | 18.3% | 149.6% |
| Organic Segment Revenue ($mm) | $1,401 | $1,557 | $1,712 | $1,549 | 97.5% |
| APAC Region Metric | Threshold (50%) | Target (100%) | Max (200%) | 2024 Result | 2024 Payout |
|---|---|---|---|---|---|
| Adjusted Segment Free Cash Flow ($mm) | $105 | $124 | $142 | $134 | 153.0% |
| Adjusted Segment Operating Margin (%) | 22.4% | 23.6% | 24.8% | 24.9% | 200% |
| Organic Segment Revenue ($mm) | $552 | $613 | $675 | $575 | 68.4% |
Individual goal considerations used for AIP (15% in 2024):
- Delivered strong financial results for MT and APAC; drove operational improvement and leadership strength .
LTI structure, targets, and vesting:
| Year | PSUs Target ($) | RSUs Target ($) | Total Target ($) | Vesting/Performance |
|---|---|---|---|---|
| 2022 | $300,000 | $200,000 | $500,000 | PSUs: 3-year TSR vs peers + ROIC (equal weight); RSUs: time-based; 3-year vest |
| 2023 | $360,000 | $240,000 | $600,000 | Same structure; PSUs 2023–2025 cycle |
| 2024 | $480,000 | $320,000 | $800,000 | Same structure; PSUs 2024–2026 cycle |
Select grant details (shares/# and grant-date fair values):
| Year | Grant Type | Grant Date | Target Units (#) | Grant-Date Fair Value ($) |
|---|---|---|---|---|
| 2023 | PSUs | 3/3/2023 | 3,985 | $447,815 |
| 2023 | RSUs | 3/3/2023 | 2,560 | $240,205 |
| 2023 | PSUs (additional) | 10/23/2023 | 3,310 | $371,762 |
| 2024 | PSUs | 3/4/2024 | 3,870 | $562,757 |
| 2024 | RSUs | 3/4/2024 | 2,500 | $320,025 |
PSU/RSU vesting: PSUs settle in shares after three-year performance period (employment required); RSUs generally vest 100% at the third anniversary of grant . 2022 PSU payout was 51% of target for that cycle company-wide (shown in outstanding awards footnote) .
Equity Ownership & Alignment
Beneficial ownership as of February 1, 2025:
| Holder | Total Shares Beneficially Owned | Directly Owned | Options | Stock Units (vest/settle ≤60 days) | % of Class | Pledged |
|---|---|---|---|---|---|---|
| Davide Barbon | 19,037 | 9,289 | — | 9,748 | <1% | None (company-wide no pledging) |
Ownership guidelines and compliance:
- Stock ownership guidelines: SVPs = 3× base salary; 5 years to meet; unvested RSUs count, unvested PSUs do not .
- As of 12/31/2024, all NEOs met or are on track to meet guidelines .
- Hedging and pledging prohibited by policy; Rule 10b5-1 plans permitted under strict conditions .
- Company no longer grants options and has no unvested options outstanding .
Employment Terms
Post-employment economics (assumes event as of Dec 31, 2024):
| Scenario | Cash Severance | AIP | Unvested Equity | Other Benefits | Total |
|---|---|---|---|---|---|
| Termination for Cause | $0 | $0 | $0 | $0 | $0 |
| Resignation/Early Retirement | $0 | $0 | $2,544,949 | $0 | $2,544,949 |
| Death or Disability | $0 | $0 | $3,950,177 | $0 | $3,950,177 |
| Termination Not for Cause | $0 | $0 | $2,544,949 | $0 | $2,544,949 |
| Termination Not for Cause or With Good Reason After Change of Control | $1,815,000 | $1,361,250 | $4,082,842 | $0 | $7,259,092 |
Change-in-control mechanics are double-trigger for equity vesting; no accelerated vesting or severance solely upon a change in control; clawback policy applies to AIP and equity awards (SEC-compliant; no-fault restatement and fraud/willful misconduct triggers) .
Performance & Track Record
Company context during his leadership of MT/APAC:
| Metric | 2023 | 2024 |
|---|---|---|
| Revenue | Surpassed $3B | ~$3.6B sales; global presence across ~125 countries |
| Adjusted Operating Margin | Record in 2023 (summary) | +80 bps to 17.7% (GAAP operating margin 18.6%) |
| Adjusted EPS | ~nearly $5/share (summary) | +12% YoY |
| Operating Cash Flow | >$500M | >$560M; margin ~15%; FCF $439M (~12% margin) |
| TSR | — | 21% for 2024; outperformed S&P 400 Capital Goods by 560 bps |
AIP individual achievements attributed to Barbon:
- 2024: Strong MT and APAC financial results; operational improvement; leadership team development .
- 2023: Record APAC results; customer focus; key order wins; talent retention .
- 2022: Exceeded operating margin target; managed COVID in China; strengthened APAC leadership .
Governance, Policies, and Shareholder Feedback
- Say-on-pay: 98.2% approval at 2023 annual meeting; company conducts annual advisory vote .
- Compensation best practices: double-trigger CoC; no hedging/pledging; clawback; significant majority of pay is performance-based; independent compensation consultant (Pay Governance) .
Compensation Structure Analysis
- Shift in AIP weights in 2024 increased FCF metric to 25% and reduced individual component to 15%, tightening pay-for-performance to cash generation .
- LTI mix consistently 60% PSUs/40% RSUs (three-year cliff/performance), aligning outcomes to TSR and ROIC with retention .
- Significant salary step-up in 2024 (from $451k to $605k) reflecting expanded scope across MT and APAC .
- High assignment-related perquisites with tax gross-ups tied to international posting in China (not typical “golden” gross-ups) .
Investment Implications
- Strong alignment: Barbon’s AIP includes both enterprise (Adjusted EPS, margin, FCF, revenue) and segment/APAC scorecards; 2024 payout of 164% signals outperformance in controllable metrics, especially operating margin and FCF in MT/APAC .
- Retention risk appears contained: substantial base salary increase (scope expansion) and meaningful LTI targets ($800k in 2024) with double-trigger CoC protections; stock ownership guidelines and no pledging mitigate misalignment risk .
- Trading/pledging risks low: hedging/pledging prohibited; 10b5-1 plans permitted under policy oversight; no options outstanding removes repricing risk .
- Watch perquisite normalization: assignment-related gross-ups are sizable but assignment concluded; monitor if “All Other Compensation” normalizes post-assignment to sustain pay-for-performance optics .