Ryan Martinez
Senior Vice President, Finance & Controller (Principal Accounting Officer) at 
SOUTHWEST AIRLINES
SOUTHWEST AIRLINESExecutive
About Ryan Martinez
Ryan Martinez, 45, was unanimously appointed Principal Accounting Officer of Southwest Airlines Co. effective April 1, 2025; he serves as Senior Vice President, Finance & Controller and previously led Investor Relations as Vice President (2021–2023) and Managing Director (2017–2021) . The company’s executive pay design ties incentives to multi-dimensional operational and financial performance via a 100% performance-based STI scorecard and ROIC-centered long-term metrics, aligning compensation with shareholder outcomes rather than near-term stock price moves . In connection with his designation as Principal Accounting Officer, Martinez did not enter into any material plan/contract/arrangement nor receive any grant or award .
Past Roles
| Organization | Role | Years | Strategic Impact/Evidence |
|---|---|---|---|
| Southwest Airlines Co. | Principal Accounting Officer | 2025–present | Designated as PAO effective Apr 1, 2025; oversight of financial reporting |
| Southwest Airlines Co. | Senior Vice President, Finance & Controller | Current as of Mar 31, 2025 | Company disclosure identifies current role; finance leadership |
| Southwest Airlines Co. | Vice President, Investor Relations | 2021–2023 | Led IR during period of extensive shareholder engagement initiatives |
| Southwest Airlines Co. | Managing Director, Investor Relations | 2017–2021 | IR leadership; investor communications |
External Roles
- No external directorships or compensable external relationships disclosed in the appointment filing; the company states there are no relationships/transactions requiring disclosure under Items 401(d) or 404 for Martinez .
Fixed Compensation
- Appointment-related compensation changes: none. Martinez “did not enter into any material plan, contract, or arrangement or material amendment or receive any grant or award” in connection with his designation as Principal Accounting Officer .
Performance Compensation
Company framework (applies to executive officers generally; individual details for Martinez were not disclosed)
| Incentive Type | Metric | Weighting | Target/Actual/Payout | Vesting |
|---|---|---|---|---|
| Short-Term Incentive (STI) | Company scorecard across financial, customer, operational, strategic initiatives | 100% of STI tied to company performance | Targets set by Compensation Committee; payouts interpolate from zero based on performance; NEOs’ payouts disclosed (not applicable to Martinez) | Cash, annual performance period |
| Long-Term Incentive (PBRSUs) | Adjusted ROIC (after-tax) less Excess Cash; peer-relative ROIC | 50% of LTI value | Performance-driven; number of units earned based on multi-year ROIC targets | 3-year cliff, typical vest following performance period (e.g., Feb 21) |
| Long-Term Incentive (RSUs) | Time-based | 50% of LTI value | N/A (time-vesting) | Vests 1/3 per year over three years |
Equity Ownership & Alignment
| Policy Element | Details |
|---|---|
| Share ownership guidelines | CEO: 6x base salary; other executive officers: 3x base salary; expected compliance within five years; updated March 14, 2025; company states all executive officers meet requirements |
| Hedging/pledging prohibitions | Executives and Directors prohibited from hedging/monetizing, shorting, holding in margin accounts, or pledging Southwest securities |
| Clawback policy | Compensation Committee will recoup erroneously awarded incentive-based compensation upon a required financial restatement (unless impracticable) |
| Change-of-control design | Executive employment agreements provide double-trigger change-of-control treatment per proxy summary (company standard) |
Employment Terms
| Item | Detail |
|---|---|
| Designation | Appointed Principal Accounting Officer effective April 1, 2025 |
| Current role | Senior Vice President, Finance & Controller |
| Age | 45 |
| Prior roles | VP Investor Relations (2021–2023); Managing Director Investor Relations (2017–2021) |
| Appointment compensation | No material plan/contract/arrangement or award granted in connection with designation |
| Related-party/arrangements | None requiring disclosure under Items 401(d) or 404 |
| Company-wide governance terms | No hedging or pledging; clawback policy; double-trigger CoC agreements per company program |
Investment Implications
- Alignment: Strong structural alignment via share ownership guidelines (3x salary for executive officers), prohibition of hedging/pledging, and a robust clawback policy—reducing misalignment and governance risk .
- Retention/Pay-for-Performance: Company’s heavy tilt to multi-year ROIC-based PBRSUs and 1/3-per-year RSU vesting promotes retention and long-term execution focus; STI is fully performance-based on operational/financial scorecards, minimizing discretionary outcomes .
- Appointment Signal: Martinez’s elevation to Principal Accounting Officer without new grants/contracts suggests continuity and low immediate compensation-driven pressure; any future awards would likely follow standard 50/50 PBRSU/RSU design with ROIC metrics and staged vesting, aligning incentives with multi-year value creation .
- Disclosure Limitations: Martinez is not listed among 2024 NEOs in the proxy (compensation tables focus on CEO/CFO/other NEOs), which constrains visibility into his individual compensation and ownership—monitor future proxies/8-Ks for award disclosures to assess potential vesting-driven trading dynamics .