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Vincent Retort

Executive Vice President, Modules R&D and New Product Design and Development at Lumentum HoldingsLumentum Holdings
Executive

About Vincent Retort

Vincent Retort, 71, is Executive Vice President, Modules R&D and New Product Design and Development at Lumentum (LITE). He has been a core operator and technologist since Lumentum’s 2015 spin from JDSU, leading R&D, operations, the Transmission BU, and 3D Sensing at various times; prior roles include COO/EVP (2016–2023), President of Industrial Tech (2023–2024), and President of Cloud & Networking Product Development (Dec 2024–May 2025). He holds an M.S. in Biological Sciences (Stanford) and a B.A. in Biology (West Virginia University). Company performance context: FY2025 revenue rose 21% to $1.645B; the company highlighted an 86% one‑year TSR and significant margin expansion, which drove an FY2025 AIP payout at 132.19% after negative discretion and FY2023–2025 PSU payout at 24% of target .

Past Roles

OrganizationRoleYearsStrategic Impact
LumentumEVP, Modules R&D and New Product Design & Development2025–presentDirects R&D and new product design; long-standing leader across R&D, operations, Transmission BU, and 3D Sensing .
LumentumPresident, Cloud & Networking Product Development and Business OperationsDec 2024–May 2025Supported pivot into AI/datacenter; operational leadership during CEO transition .
LumentumPresident, Industrial Tech Platform & Chief Business OfficerSep 2023–Dec 2024Drove industrial laser platform and profitability improvements .
LumentumCOO & EVPFeb 2016–Sep 2023Ran operations through industry downturn and manufacturing consolidation; execution across segments .
LumentumSVP, R&DJul 2015–Feb 2016Led post‑spin R&D foundation .
LumentumGM, 3D Sensing BUDec 2018–Apr 2020Led 3D sensing commercialization .
JDSU (pre‑spin)VP/SVP R&D, CCOP2008–2015Built CCOP R&D leadership pipeline .
NeoPhotonicsVP Product Engineering, Reliability & Quality2004–2008Advanced PIC module engineering rigor .
SeagateSr. Director, Development Engineering (Magnetic Recording Performance)2002–2004Led recording performance development .
Lightwave MicrosystemsVP Product Engineering2000–2002Managed product engineering in communications equipment .

External Roles

  • Not disclosed for Retort (no public company directorships listed) .

Fixed Compensation

Multi‑year summary compensation (SCT):

MetricFY 2023FY 2024FY 2025
Salary ($)549,077 515,904 556,000
Stock Awards ($)5,164,915 4,573,905 4,905,479
Non‑Equity Incentive ($)159,427 69,852 178,976
All Other Comp ($)19,478 23,981 24,405
Total ($)5,892,897 5,183,642 5,664,860

FY2025 annual incentive plan (AIP) target and cash payout:

ComponentValue
Target bonus % of salary100% for Retort
FY2025 AIP payout132.19% of target (after −27.2% negative discretion)
FY2025 AIP cash paid$178,976 (amounts above 100% paid in cash; first 100% in PSUs)

Performance Compensation

Annual Incentive Plan (FY2025) – metrics, weighting, targets/actuals, payout, vesting:

MetricWeightTargetActualPayoutVesting Mechanics
Adjusted Organic Operating Income60%Not disclosed$160.1M 120.00% First 100% of total AIP paid in PSUs; >100% paid in cash; AIP PSUs vest at earlier of achievement determination or first anniversary .
Consolidated Organic Revenue40%Not disclosed$1,645M 61.51% Same as above; PSUs for AIP were granted 8/21/2024 .
Discretionary Reduction−27.2% applied to total Committee negative discretion to align with business performance .
Total AIP Payout132.19% As above .

Long‑Term Incentive Plan (FY2025–FY2027) – PSU design:

LTIP PSU MetricWeightDesign Notes
Total Revenue (FY2027)67%Banking removed; vest after FY2027 determination or 3rd anniversary of grant .
Relative TSR (FY2025–FY2027)33%rTSR vs peers; vest after 3‑year period .

Long‑term cycle outcomes:

CyclePSU Earnout
FY2023–FY2025 LTIP PSUs24% of target

Equity Ownership & Alignment

Beneficial ownership and guidelines:

ItemDetail
Shares beneficially owned (Aug 29, 2025)46,857; <1% of shares outstanding .
Shares outstanding basis70,843,924 .
Executive stock ownership guideline2× base salary for executive officers; CEO 5×; Directors 5× annual cash retainer .
Compliance status (FY2025)All continuing directors and executive officers were in compliance or on track .
Hedging/pledgingStrictly prohibited under insider trading policy .

Outstanding unvested awards (FY2025 year‑end; price reference $94.75):

Grant DateTypeUnits (Unvested/Unearned)Market/Payout Value ($)Vesting Schedule
08/24/2022RSU (time‑based)2,140 202,765 1/3 at 1‑year; remainder equal quarterly over 2 years .
08/24/2022PSU (FY2023–FY2025)25,671 2,432,327 Earn vs FY23–FY25 goals; then vest .
08/23/2023RSU (time‑based)16,401 1,553,995 1/3 at 1‑year; remainder equal quarterly over 2 years .
08/23/2023PSU (FY2024–FY2026)39,357 3,729,076 Earn vs FY24–FY26 revenue/objectives; vest by cycle end or 3rd anniversary .
08/21/2024PSU (FY2025 AIP)10,169 963,513 Earn vs FY2025 AIP; vest at determination or first anniversary .
08/21/2024PSU (FY2025–FY2027)38,411 3,639,442 Earn vs FY2025–FY2027 revenue & rTSR; vest per cycle/anniversary .
08/21/2024RSU (time‑based)38,412 3,639,537 25% at 1‑year; remaining 75% quarterly over ~6 quarters .

Employment Terms

Severance and change‑in‑control economics (as of June 28, 2025):

ScenarioSalary MultipleAIP MultipleEquity Vesting ValueCOBRATotal
Termination w/o Cause or for Good Reason (outside CIC)2× salary ($1,112,000) 1× AIP target ($556,000) $7,479,337 $25,437 $8,616,774
Termination upon Death/Disability (outside CIC)$14,078,429 $14,078,429
Termination w/o Cause or for Good Reason (within CIC period)2× salary ($1,112,000) 2× AIP target ($1,112,000) $14,078,429 $38,155 $16,340,584

Key plan terms and governance:

  • Double‑trigger treatment; no single‑trigger acceleration—only awards not assumed/replaced accelerate on change in control .
  • No tax gross‑ups; robust clawback policy for restatements; hedging/pledging prohibited .
  • Options are generally not granted; recent equity grants are RSUs/PSUs; options mainly related to Cloud Light scheme conversion (not applicable to Retort) .

Investment Implications

  • Pay‑for‑performance alignment: Retort’s FY2025 AIP tied 100% to financials (adj. operating income and revenue) with negative discretion applied, signaling disciplined governance; LTIP PSU mix emphasizes revenue (67%) and rTSR (33%) to align with multi‑year value creation .
  • Retention vs selling pressure: Significant unvested RSUs and PSUs across 2022–2024 grants with one‑year cliffs and quarterly vesting thereafter may create periodic liquidity events; hedging/pledging prohibitions and ownership guidelines mitigate misalignment risk .
  • Change‑in‑control economics: Double‑trigger protections with substantial equity acceleration under CIC keep executives focused on shareholder value during strategic transactions, with no gross‑ups reducing governance risk .
  • Performance backdrop: FY2025 revenue growth (21%) and strong stock performance (86% TSR) improved incentive outcomes (AIP 132.19%) but prior LTIP cycle paid only 24%—suggesting momentum is recent; watch for continued delivery on AI/datacenter strategy and rTSR metrics driving PSU earnouts through FY2027 .