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Joseph J. Beacom

President, Landstar System Holdings, Inc. and Agent-Based Operating Subsidiaries at LANDSTAR SYSTEMLANDSTAR SYSTEM
Executive

About Joseph J. Beacom

Joseph J. Beacom, age 60, is President of Landstar System Holdings, Inc. (LSHI) and each agent-based operating subsidiary since December 2024; he has been a Landstar executive officer since January 2006 and has served with the company since 1993 in safety, security, compliance, and operations roles . His current compensation is tied to company-wide diluted EPS via the annual ICP and to multi-year growth in operating income and pre-tax EPS per diluted share via RSUs, reinforcing pay-for-performance; no 2024 ICP paid as diluted EPS was $5.51 vs $6.63 threshold and $7.36 target . He plans to transition to Special Advisor on Dec 28, 2025 and retire March 1, 2026, which introduces defined succession timing .

Past Roles

OrganizationRoleYearsStrategic Impact
Landstar System, Inc.VP & Chief Safety and Operations OfficerMay 2011–Nov 2022Led enterprise safety and operations governance and performance
Landstar System, Inc.VP & Chief Safety, Security and Compliance OfficerJan 2006–May 2011Established compliance and security frameworks and oversight
Landstar System Holdings, Inc.VP & Chief Safety, Security and Compliance OfficerMay 2005–May 2011Extended safety/compliance oversight across holding company
Landstar subsidiariesVarious positionsSince 1993Progressive operational leadership in agent-based network
LSHI and agent-based subsidiariesPresidentSince Dec 2024Executive leadership over agent-based operations

External Roles

No external directorships or public company board roles disclosed for Mr. Beacom .

Fixed Compensation

Component2024Notes
Base Salary ($)$377,084 Increased to $400,000 via letter agreement dated Nov 15, 2024, effective with Dec 2024 appointment
Target Bonus % (ICP)80% of base salary Participant percentage for 2024 ICP: 50% (used in formula)
Actual ICP Paid ($)$0 (threshold not met) 2024 diluted EPS $5.51 vs $6.63 threshold and $7.36 target
Benefits/Perqs ($)$33,256 total in 2024, incl. 401(k) $14,975, SERP $2,708, HSA $5,577, term life premiums $9,996 Standard benefits; no tax gross-ups disclosed
Deferred Comp (SERP)Elected participation; 2024 executive contrib. $37,708; registrant contrib. $2,708; earnings $123,814; balance $3,052,288 SERP mirrors 401(k) match above IRS limits

Multi-year compensation:

YearSalary ($)Stock Awards ($)Non-Equity Incentive ($)All Other ($)Total ($)
2024377,084 714,842 33,256 1,248,996
2023375,000 714,830 31,214 1,321,875
2022375,000 714,912 780,000 31,686 1,901,597

Performance Compensation

Annual ICP and equity awards are calibrated to company performance with formulaic mechanics:

Incentive TypeMetricWeightingTargetActualPayoutVesting
Annual ICP (2024)Company-wide diluted EPS100% (company metric) Target $7.36; Threshold $6.63 $5.51 $0 (below threshold) N/A (cash plan)
Regular RSUs (2024 grant: 2,648 units)Average of % change in operating income and pre-tax EPS/diluted share vs base yearPerformance Multiple curve (0–200%) 100% multiple at 50% Hurdle; 200% at 100% Hurdle Not disclosedN/A (dependent on multi-year results)Vesting on Jan 31 of 2027, 2028, 2029; post-vesting 1-year holding requirement
Restricted Stock (2024 grant: 1,324 shares)Time-based retentionN/AN/AN/AN/A33 1/3% vests Jan 31 of 2025, 2026, 2027

Grant detail (2024):

AwardGrant DateUnits/SharesGrant-Date FMV/Share ($)Design
Regular RSUsFeb 2, 20242,648 $188.78 (for RSU program grants) Performance-based per multi-year hurdle
Restricted StockFeb 2, 20241,324 $188.78 Time-based retention

Stock vested in 2024:

NameShares Vested (#)Value Realized ($)
Joseph J. Beacom4,714916,260

Equity Ownership & Alignment

ItemDetail
Beneficial Ownership40,442 shares; <1% of class
ComponentsIncludes 1,345 restricted shares subject to vesting; may be deemed beneficial owner of 20,000 shares held in an irrevocable trust where spouse is sole trustee
Unvested Restricted Stock (FY-end)2,794 shares at Dec 28, 2024 (market value $487,050 at $174.32 close)
Unearned RSUs Outstanding9,547 units (estimated payout value $1,664,233 at $174.32)
Ownership Guidelines4x salary for Named Executives; compliance required within five years; all Named Executives with ≥5 years are in compliance
Hedging/PledgingProhibited for Directors and Named Executives per Insider Trading Policy
Post-vesting Holding1-year holding on shares from RSU settlements (net of withholding)
Dividends on Unvested Restricted Stock$9,996 received in 2024 (included in “All Other Compensation”)

Employment Terms

TermKey Provisions
Role and CompensationAppointed President of LSHI and agent-based subsidiaries effective Dec 1, 2024; base salary increased to $400,000; eligible for annual ICP with threshold target bonus 80% of salary
Transition/RetirementTransition to Special Advisor on Dec 28, 2025; anticipated retirement Mar 1, 2026; no 2026 bonus and no new equity grants; KEPA terminates Dec 28, 2025
Change-in-Control (while KEPA in effect)Double-trigger; severance multiple 1x (base salary + threshold bonus based on participant %); pro rata threshold bonus; up to 1 year medical benefits
Estimated COC Value (as of 12/27/2024)$1,601,869 (includes severance, pro rata threshold bonus, medical benefits, intrinsic value of partially accelerated equity using $174.32 stock price)
ClawbackBoard-adopted Aug 10, 2023; recoup incentive-based comp upon accounting restatement (3-year lookback) per SEC/Nasdaq rules

Investment Implications

  • Pay-for-performance alignment: No 2024 cash bonus due to EPS below threshold; equity is predominantly performance-based RSUs with a stringent hurdle tied to multi-year operating and pre-tax EPS growth, supporting variable-cost alignment with cyclical freight demand .
  • Near-term vesting and selling pressure: Time-based restricted stock will vest in three equal tranches through 2027, but RSU settlements are subject to a one-year post-vesting holding period, which mitigates immediate sale pressure; hedging/pledging prohibited, reducing alignment risk .
  • Ownership alignment: Material beneficial ownership (40,442 shares) plus unearned RSUs and compliance with 4x salary ownership guidelines indicate skin-in-the-game; note trust-held shares may be deemed beneficial ownership, enhancing alignment optics .
  • Retention and succession: Defined transition to Special Advisor in late 2025 and retirement in early 2026 introduces succession timing; KEPA termination at transition lowers change-of-control protection thereafter, potentially reducing retention leverage but clarifies planned handoff .
  • Governance and risk controls: Formal clawback policy and prohibition of hedging/pledging are positive governance signals; say-on-pay support was ~96% in 2024, indicating shareholder endorsement of compensation structure .