Robert Traub
QUAKER CHEMICALAbout Robert Traub
Robert T. Traub is Senior Vice President, General Counsel and Corporate Secretary of Quaker Houghton (KWR), and is one of the company’s Named Executive Officers (NEOs). In 2024, Quaker Houghton delivered net sales of $1.84 billion, adjusted EBITDA of $310.9 million, GAAP diluted EPS of $6.51, and operating cash flow of $204.6 million, while continuing to advance enterprise strategy in a challenging macro backdrop . Over 12/31/2019–12/31/2024, the company’s cumulative total shareholder return lagged peer indices (KWR: $89.60 vs S&P MidCap 400: $163.54; S&P 400 Materials: $161.74; S&P 1500 Chemicals: $144.62, all rebased to $100) . Traub’s role includes corporate governance responsibilities (as Corporate Secretary), and he was the designated contact for proxy revocations and board communications in 2025, underscoring his centrality in governance and disclosure processes .
Past Roles
Not disclosed in the 2025 DEF 14A proxy .
External Roles
Not disclosed in the 2025 DEF 14A proxy .
Fixed Compensation
2024 base salary and perquisites
| Item | Detail | Citation |
|---|---|---|
| Initial 2024 base salary rate | $440,000 | |
| New 2024 base salary rate (effective March 1, 2024) | $455,000 | |
| 2024 year-end total base salary received | $452,173 | |
| Retirement savings plan contributions (2024) | $22,622 | |
| Dividends on time-based restricted stock awards (2024) | $2,837 | |
| Personal financial planning cost (2024) | $12,995 |
2024 Summary Compensation Table (SCT)
| Component | 2024 Amount ($) | Citation |
|---|---|---|
| Salary | 452,173 | |
| Stock awards (grant date fair value, ASC 718) | 541,049 | |
| Non-equity incentive plan compensation (AIP) | 201,342 | |
| All other compensation | 38,454 | |
| Total | 1,233,018 |
Performance Compensation
Annual Incentive Plan (AIP) – 2024 metrics and payout
| Metric | Weight | Target | Actual | Payout (% of Target) | Citation |
|---|---|---|---|---|---|
| Adjusted EBITDA | 60% | $340 million | $310.9 million | 0% | |
| New Business Wins (NBW) | 25% | 3% | 6.8% | 200% | |
| ESG: Safety (TRIR/OII) | 15% | 0.35 | 0.3345 | 178% | |
| Individual modifier | — | Successful = 100% | Applied per rating | See table |
Individual payout and award
| Item | Detail | Citation |
|---|---|---|
| AIP target (% of base) | 55% | |
| AIP target award ($) | $250,250 | |
| Final AIP payout (% of target) | 80% | |
| Actual AIP award ($) | $201,342 |
2025 AIP safeguard: If Adjusted EBITDA is below threshold, all other measures are capped at target, tightening pay-for-performance alignment going forward .
Long-Term Incentive Plan (LTIP) – 2024 awards and design
| Award Type | Grant Date | Shares/Units | Vesting/Performance | Notes | Citation |
|---|---|---|---|---|---|
| PSUs (target) | 3/15/2024 | 1,543 | 2024–2026; 50% RTSR vs S&P 1500 Chemicals and 50% 3-yr avg Adjusted ROIC | Each metric measured 25% per year (2024, 2025, 2026) plus 25% cumulative; max 200% | |
| RSUs (time-based) | 3/15/2024 | 1,029 | Ratable over 3 years | Eligible for dividend equivalents, subject to RSU terms | |
| Total LTIP grant (grant-date fair value) | 3/15/2024 | $541,049 | Per ASC 718 | SCT aligned |
Comparative design governance: Shareholders approved amended LTIP in 2024; PSU metrics balance relative TSR and capital returns; awards capped at 200% .
Equity Ownership & Alignment
Beneficial ownership and guidelines
| Item | Detail | Citation |
|---|---|---|
| Aggregate shares beneficially owned (as of 3/4/2025) | 7,440 | |
| Number of votes (excludes options) | 4,211 | |
| Options exercisable within 60 days | 3,229 | |
| Approximate percent of class | * less than 1% | |
| Shares outstanding basis (for percent) | 17,871,224 | |
| Stock ownership guidelines | 2.5× base salary for NEOs (CEO 5×); compliance as of 6/30/2024 |
Outstanding equity awards (12/31/2024)
| Instrument | Exercisable | Unexercisable | Exercise Price | Expiration | Unvested Units | Market Value ($) | PSU Unearned Units | Citation |
|---|---|---|---|---|---|---|---|---|
| Stock options | 1,319 | 0 | 245.49 | 3/15/2028 | — | — | — | |
| Stock options | 1,273 | 637 | 178.29 | 3/16/2029 | — | — | — | |
| Time-based RSUs | — | — | — | — | 588 (vest 3/16/2025) | 82,767 | — | |
| Time-based RSUs | — | — | — | — | 762 | 107,259 | — | |
| Time-based RSUs | — | — | — | — | 1,036 | 145,827 | — | |
| PSUs (unearned) | — | — | — | — | — | — | 856 | |
| PSUs (unearned) | — | — | — | — | — | — | 771 |
Hedging/pledging: Company policy prohibits hedging and pledging by directors and executive officers; insider trading policy forbids derivatives/shorts, though option exercises from company grants are permitted .
Employment Terms
Severance (without cause; not CIC)
| Component | Provision | Estimated Amounts | Citation |
|---|---|---|---|
| Cash severance | 12 months base salary | $455,000 | |
| Benefits continuation | Medical/dental | $35,704 (est., 18 months) | |
| Outplacement | Reasonable assistance | Not quantified |
Change-in-Control (double trigger; termination within 2 years post-CIC)
| Component | Amount ($) | Citation |
|---|---|---|
| Cash severance | 1,050,605 | |
| AIP payment (pro rata based on target) | 295,750 | |
| PSUs (pro rata target value @ $140.76) | 315,912 | |
| RSUs/time-based restricted stock | 553,750 | |
| Stock options | 0 (underwater) | |
| Medical/dental/life insurance (18 months) | 35,704 | |
| Outplacement assistance | 25,000 | |
| Total | 2,276,721 |
Other terms and governance
- Clawback (recoupment) policy: Recovery of erroneously awarded incentive compensation for three completed fiscal years after a restatement; additional discretion in cases of fraud/willful misconduct .
- Change-in-control framework for NEOs (non-CEO): 1.5× highest annualized base salary plus average annual incentive over applicable three-year period; plus pro rata AIP and LTIP at target .
- Tax gross-ups: Not provided; repricing of options not permitted; hedging/pledging not permitted .
Death benefit (illustrative, death on 12/31/2024): $455,000 in 2024 and $227,500 per year for 2025–2028 (50% of base salary) .
Investment Implications
- Alignment: Ownership guidelines (2.5× salary) and prohibition on hedging/pledging enhance alignment; all NEOs, including Traub, were disclosed in compliance as of mid-2024 .
- Selling pressure: Near-term RSU vesting includes 588 units on 3/16/2025 and additional unvested tranches (762 and 1,036), which may create incremental supply around vest dates; options are deeply underwater (exercise prices $178.29–$245.49 vs $140.76 at 12/31/2024), limiting option-related selling pressure .
- Pay-for-performance: 2024 AIP paid 80% of target for Traub despite EBITDA miss (0% on that metric) due to strong NBW (200%) and safety (178%) results; 2025 AIP adds an EBITDA gate capping other metrics at target if profitability is below threshold—tightening linkage to earnings quality .
- Retention risk: Baseline severance (12 months base) and CIC protection (double trigger totaling $2.28 million in the illustrative schedule) provide stability; governance guardrails (clawback, no gross-ups, no repricing) reduce shareholder risk of misaligned payouts .
- Performance context: Company delivered $1.84B net sales and $310.9M adjusted EBITDA in 2024, but multi-year TSR lagged key indices—investors may watch whether LTIP PSU metrics (RTSR and ROIC) drive improved capital efficiency and market-relative returns over 2024–2026 .