Lillian Etzkorn
About Lillian Etzkorn
Executive Vice President and Chief Financial Officer at LCI Industries (LCII), appointed effective April 17, 2023; age 56 as of FY2024 . She brings multi-decade industrial CFO and treasury experience (Covia, Shiloh Industries, CPI Card Group, Dana, Ford) and holds a BA from Eastern Michigan University and an MBA from the University of Michigan . Company performance in 2024: Total Shareholder Return (TSR) value of initial $100 was 113 vs peer 86, Net Income $143mm, Adjusted EBIT $218mm, which framed incentive outcomes (AIP paid 89.56% of target) .
Past Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| Covia Corporation | EVP & Chief Financial Officer | Oct 2021 – Aug 2022 | Implemented finance best practices; advanced finance org |
| Shiloh Industries, Inc. | SVP & Chief Financial Officer | Jul 2018 – Oct 2021 | Led financial leadership through industrial cycles |
| Dana Incorporated | Vice President, Treasurer | Sep 2011 – Jan 2017 | Corporate treasury leadership in automotive supply chain |
External Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| Matthews International Corporation | Director | Not disclosed | Public company board oversight; governance experience |
Fixed Compensation
| Metric | 2023 | 2024 |
|---|---|---|
| Base Salary ($) | $364,580 | $575,000 |
| Target AIP ($) | $472,500 (prorated per offer) | $550,000 |
| AIP Paid ($) | $0 | $492,594 |
| All Other Compensation ($) | $259,261 | $76,611 |
| Total Compensation ($) | $1,384,990 | $2,323,450 |
Perquisites detail:
| Component | 2023 | 2024 |
|---|---|---|
| Dividend Equivalents ($) | $29,066 | $40,636 |
| 401(k) Match ($) | $9,162 | $13,800 |
| Health Insurance ($) | $5,818 | $11,636 |
| Other Perquisites ($) | $215,215 (incl. relocation; auto allowance policy applies) | $10,539 |
| Total All Other ($) | $259,261 | $76,611 |
Notes:
- 2025 approved base salary increased to $630,000 (+9.6%) effective Jan 1, 2025, aligning with market practice .
Performance Compensation
Annual Incentive Plan (AIP) structure and results:
- 2023 AIP: Adjusted EBIT-only metric for all NEOs .
- 2024 AIP: Two measures—Adjusted EBIT and Cash Flow from Operations (CFO). Actual Adjusted EBIT $218mm led to 89.56% of target payout; CFO actual $370.3mm exceeded the $357mm target, but CFO payout was zero because Adjusted EBIT result did not reach 90% of target threshold .
| Metric | Weighting | Target | Actual | Payout Outcome |
|---|---|---|---|---|
| Adjusted EBIT (2024) | Not disclosed | Not disclosed | $218mm | 89.56% of Target (Etzkorn $492,594) |
| Cash Flow from Operations (2024) | Not disclosed | $357.0mm | $370.3mm | $0 (threshold gating not met) |
Etzkorn 2024 AIP detail:
| 2024 Target Incentive | EBIT Share Paid | CFO Share Paid | Total AIP Paid | Actual % of Target |
|---|---|---|---|---|
| $550,000 | $492,594 | $0 | $492,595 | 89.56% |
Long-Term Equity Awards (grant design, metrics, vesting):
- RSUs: Time-based, vest ratably over 3 years on each anniversary of grant date .
- PSUs:
- 2023 PSUs: ROIC over 2023–2025; earn 0–200% of target; vest March 1, 2026 .
- 2024 PSUs: ROIC and Free Cash Flow as % of Operating Profit over 2024–2026; vest March 1, 2027 .
| Grant | Grant Date | Type | Target Units | Grant Date Fair Value ($) | Performance Metric | Vesting |
|---|---|---|---|---|---|---|
| 2023 Annual | 04/17/2023 | RSU | 3,006 | $335,289 | Time/Service | 1/3 per year on anniversaries |
| 2023 Annual | 04/17/2023 | PSU (Target) | 3,818 | $425,860 | ROIC (2023–2025) | Earned units vest 03/01/2026 |
| 2024 Annual | 03/01/2024 | RSU | 3,726 | $471,749 | Time/Service | 1/3 per year on anniversaries |
| 2024 Annual | 03/01/2024 | PSU (Target) | 5,588 | $707,496 | ROIC + FCF% of Op Profit (2024–2026) | Earned units vest 03/01/2027 |
Equity Ownership & Alignment
Stock ownership policies and outstanding equity:
- Executive stock ownership guidelines: CEO 5x base salary; all other NEOs 4x base salary . CFO guideline was 3x pre-2022; updated regime applies to NEOs broadly .
- Anti-hedging policy prohibits hedging company stock; pledging discouraged/“no hedging or pledging” in 2022 governance summary .
- No stock options held by NEOs; none exercised in 2024 .
Outstanding awards at FY-end 2024 (market value at $103.39 close):
| Grant Date | Unvested RSUs (Etzkorn) | Market Value ($) | Unearned PSUs | Payout Value ($) |
|---|---|---|---|---|
| 04/17/2024 | 2,136 | $220,841 | — | — |
| 03/01/2024 | 3,871 | $400,223 | — | — |
| 04/17/2023 | — | — | 4,070 | $420,797 |
| 03/01/2024 | — | — | 5,805 | $600,179 |
Near-term issuability disclosure (as of 3/15/2024):
| Equity Units Not Issuable Within 60 Days | Count |
|---|---|
| RSUs | 5,782 |
| PSUs | 9,506 |
Stock vested in 2024:
| Shares Vested | Value Realized ($) |
|---|---|
| 1,037 | $107,330 |
Insider transactions (external source):
- Reported Form 4 roster shows conversions/exercises recorded on April 17, 2025 for Etzkorn; verify directly via SEC EDGAR for trading analysis .
Employment Terms
Appointment and offer terms:
- Appointed EVP & CFO effective April 17, 2023 .
- Initial base salary $525,000; 2023 target AIP $472,500 (prorated); RSU value ~$472,500 and PSU value ~$600,000 (prorated); $750/month auto allowance; relocation reimbursement; Executive Employment Agreement initial three-year term .
Executive Employment Agreement and severance/CIC economics:
- Agreements have initial 3-year term with automatic 1-year renewals; provide severance on termination without cause or for good reason: 2x base salary (highest in prior 2 years), 2x average bonus (capped at then-current base salary), current AIP amounts, accelerated vesting of time-based equity, 12 months COBRA, outplacement ≥6 months; RSU/PSU treatment per award terms .
- Change-in-control is double-trigger for equity acceleration (termination within 24 months or awards not assumed) .
- Clawback policy consistent with NYSE listing standards; recovery of incentive-based compensation on restatement for the prior three fiscal years .
Modeled potential payments (hypothetical Dec 31, 2024 event):
| Scenario | Base Salary ($) | Annual Bonus ($) | Current AIP ($) | Other Benefits ($) | Acceleration of Equity ($) | Total ($) |
|---|---|---|---|---|---|---|
| Involuntary Termination Without Cause/Good Reason | $1,150,000 | $492,594 | $492,594 | $70,690 | $961,389 | $3,167,267 |
| Disability | $575,000 | — | $492,594 | $20,280 | $945,226 | $2,033,100 |
| Death | $575,000 | — | $492,594 | — | $945,226 | $2,012,820 |
| CIC; Awards not assumed or Termination within 24 months | — | — | — | — | $945,226 | $945,226 |
PSU termination/CIC mechanics:
- Death/disability before period end: target PSUs prorated, fully vest; after period end: actual earned PSUs vest .
- Approved retirement/termination without cause/good reason: before period end, actual earned PSUs prorated, vest at scheduled date; after period end, actual earned PSUs vest at scheduled date .
- CIC with awards not assumed or termination within 24 months when assumed: before period end, target PSUs prorated fully vest; after period end, actual earned PSUs fully vest .
Investment Implications
- Strong pay-for-performance structure: AIP heavily tied to Adjusted EBIT with gating for CFO cash flow; 2024 payout at 89.56% underscores discipline despite cash flow outperformance . Equity mix tilted to PSUs (ROIC and FCF%) supports multi-year value creation; vesting through 2027 aligns retention .
- Limited selling pressure from vesting: 1,037 shares vested for Etzkorn in 2024 ($107k); no stock options outstanding—reduces forced exercise dynamics . Watch March vest cycles for RSUs and PSU vest in 2026/2027 for potential trading windows .
- Alignment safeguards: 4x salary ownership guideline for NEOs, anti-hedging/anti-pledging policy, double-trigger CIC, and updated clawback reduce governance risk; excise tax gross-ups not provided .
- Retention economics: Involuntary termination implies ~$3.17mm package including equity acceleration; PSU treatment remains performance-linked, mitigating windfalls and supporting continued performance orientation .
- Track record/credibility: Prior CFO/treasury tenure at industrial issuers; SOX certifications as principal financial officer reinforce governance rigor . 2024 company TSR outperformed peer benchmark, supporting compensation alignment during her tenure .
Additional note: Historical shareholder scrutiny occurred (2021 say-on-pay approval 23%), prompting compensation program changes including ROIC PSUs, ownership guidelines, clawback—reducing future vote risk .