Ricardo S. Coro
LANDSTAR SYSTEMAbout Ricardo S. Coro
Ricardo S. Coro (age 61) is Vice President and Chief Information Officer of Landstar System, Inc., serving as an executive officer since May 2017; prior roles include CIO posts at Southeastern Grocers (2012–2017), Advance Auto Parts (2005–2012), and VP NA IT at Office Depot (2002–2005) . Company performance context during his tenure includes five‑year cumulative TSR of 70% vs 47% for the Dow Jones Transportation Index (2020–2024) , and a cyclical 2024 downcycle where diluted EPS was $5.51 vs a $6.63 threshold/$7.36 target under the annual incentive plan and no bonuses paid; revenue declined ~9% YoY amid softer freight demand and available capacity .
Past Roles
| Organization | Role | Years | Strategic impact |
|---|---|---|---|
| Southeastern Grocers (BI‑LO, Fresco y Más, Harveys, Winn‑Dixie) | SVP & Chief Information Officer | 2012–2017 | Led enterprise IT function at multi‑banner grocer |
| Advance Auto Parts, Inc. | SVP & Chief Information Officer | 2005–2012 | Led enterprise IT at automotive parts retailer |
| Office Depot | VP, North American Information Technology | 2002–2005 | Led NA IT function at office supplies retailer |
External Roles
- No public company board or external directorships disclosed for Mr. Coro in the latest proxy .
Fixed Compensation
| Year | Base salary ($) | Actual ICP cash bonus ($) | Notes |
|---|---|---|---|
| 2022 | 375,000 | 780,000 | ICP payout from prior-year performance formula |
| 2023 | 375,000 | — (0) | No ICP payment disclosed for 2023 |
| 2024 | 375,000 | — (0) | EPS below ICP threshold; no bonuses |
| 2025 (effective 1/1) | 400,000 | n/a | Base increased effective Jan 1, 2025 |
Additional cash/benefits (2024): Company 401(k) contribution $13,684; HSA $5,544; term life premiums $9,996; total “All Other Compensation” $29,224 .
Performance Compensation
Annual Incentive Compensation (ICP) – 2024
| Metric | Weight | Threshold | Target | Actual | Payout | Key mechanics |
|---|---|---|---|---|---|---|
| Diluted EPS | 100% | $6.63 | $7.36 (FY2023 EPS) | $5.51 | $0 | Participant percentage (Coro): 50% of base at threshold; linear multipliers; max per non‑CEO $2.5m; no payout if below threshold |
- 2024 macro: Truck volumes and price declined; revenue −9% YoY; ICP threshold not met, so no bonuses to NEOs .
Equity Awards – 2024 Detail (granted 2/2/2024)
| Award type | Grant date | Units | Grant date FMV ($) | Vesting | Performance condition |
|---|---|---|---|---|---|
| RSUs (Regular RSU Award) | 2/2/2024 | 2,648 | 464,897 | Vests on 1/31 of 2027, 2028, 2029; expires 3/1/2029 | Performance Multiple based on avg % change in operating income and pre‑tax EPS vs base year; 0–200% vesting (Target at 50% improvement; Max at 100% improvement); linear interpolation |
| Restricted Stock (time‑based) | 2/2/2024 | 1,324 | 249,945 | 33 1/3% on 1/31 of 2025, 2026, 2027 | Retention/time‑based; dividends paid on restricted stock |
Historical equity award cadence (counts):
- RSUs granted to Coro: 4,475 (2020), 3,546 (2021), 3,281 (2022), 2,773 (2023), 2,648 (2024); vest on 3rd/4th/5th anniversaries, performance‑based 0–200% .
- Restricted stock (time‑based): 1,773 (2021), 1,640 (2022), 1,386 (2023), 1,324 (2024), each vesting in three equal annual tranches (dates as disclosed) .
Post‑vesting holding requirement: Shares from RSU settlements must be held for one year (net of tax) .
Clawback: Policy adopted Aug 10, 2023 covers ICP and equity awards in case of accounting restatement (3‑year look‑back) .
Stock Vested – 2024
| Name | Shares vested (#) | Value realized ($) |
|---|---|---|
| Ricardo S. Coro | 4,714 | 916,260 |
Equity Ownership & Alignment
| Item | Detail |
|---|---|
| Total beneficial ownership | 21,543 shares (less than 1% of SO) |
| Unvested restricted stock | 2,794 shares; $487,050 market value at 12/27/2024 close ($174.32) |
| Unearned RSUs outstanding | 9,547 units; indicative payout value $1,664,233 at $174.32 (subject to performance/vesting) |
| Ownership guidelines | NEOs must hold ≥4× base salary within 5 years; all NEOs with ≥5 years’ service (incl. Coro) are in compliance |
| Hedging/pledging | Prohibited for all Named Executives under Insider Trading Policy |
Insider selling pressure and vesting calendar:
- Time‑based restricted stock tranches scheduled 1/31/2025, 1/31/2026, 1/31/2027 (tax‑related sales possible) .
- Performance RSUs next potential vesting 1/31/2027–2029 dependent on multi‑year operating income/pre‑tax EPS growth .
Employment Terms
| Provision | Key terms |
|---|---|
| Role/Start | VP & CIO since May 2017; Executive Officer since May 2017 |
| Change‑in‑Control (CIC) protection | Double‑trigger; if terminated without cause/for good reason within 2 years post‑CIC (or after signing a CIC agreement pre‑close): lump sum = 2×(base + threshold bonus based on ICP participant %), plus pro‑rata threshold bonus for year of termination and up to 1 year medical continuation |
| Estimated CIC payout (as of 12/28/2024) | $2,164,369 (includes severance, benefits, and intrinsic value/accelerations per plan assumptions) |
| Equity treatment on CIC | Time‑based restricted stock accelerates; Regular RSUs partially accelerate (20% target proxy and performance catch‑up per year specifics); details vary by grant year |
| Clawback | Restatement‑based clawback for ICP and equity (effective Oct 1, 2023) |
| Hedging/pledging | Prohibited |
Compensation Structure Analysis
- Pay‑for‑performance alignment: 2024 ICP paid zero across NEOs as EPS fell below threshold, indicating downside sensitivity in cash incentives during freight downturn .
- Long‑term equity mix: Combination of performance RSUs (tied to operating income/pre‑tax EPS growth) and time‑based restricted stock provides both performance leverage and retention ballast through cycles .
- Ownership alignment: Beneficial ownership of 21.5k shares, one‑year post‑vesting RSU hold, 4× salary ownership guideline, and anti‑hedging/pledging policy reduce misalignment risk .
- Severance/CIC design: Moderate market‑standard double‑trigger at 2× salary+threshold bonus; partial equity acceleration calibrated to performance periods .
Investment Implications
- Incentive sensitivity and retention: With 2024 ICP at zero and meaningful multi‑year RSU exposure, Coro’s realized comp is levered to a freight recovery and execution on profitability metrics embedded in RSU hurdles; near‑term selling pressure likely limited to tax‑related sales around time‑based vesting (2025–2027) .
- Governance safeguards: Robust clawback, anti‑hedging/pledging, and ownership guidelines support alignment and reduce governance red flags; say‑on‑pay support was strong (96%) in 2024, reinforcing investor acceptance of the comp framework .
- Downcycle context and upside optionality: 2024 revenue −9% and sub‑threshold EPS reset payout risk lower short‑term; multi‑year RSUs require substantial operating/pre‑tax EPS improvement (up to 100% vs 2023 for max) to realize full value, aligning upside to durable recovery/execution .
Monitoring: Track upcoming vest dates and any Form 4s around 1/31 each year; watch progress on operating income and pre‑tax EPS versus 2023 base to gauge RSU vesting trajectory .