Howard Mead
About Howard Mead
Howard Mead (age 40) is Vice President and General Manager of Luxfer Gas Cylinders – Composite and a member of Luxfer’s Executive Leadership Team. He joined Luxfer in 2011 after starting his career at RSM UK LLP; he became Global VP of Finance for Gas Cylinders in September 2019 and was appointed VP & GM – Composite in May 2022 (ELT since February 2023). He is a fellow of the Institute of Chartered Accountants in England and Wales, holds a BSc in Mathematics (University of Manchester) and an MBA (Open University Business School) . Company performance context for his tenure: 2024 Net Sales $362.3M, Adjusted EBITDA $49.8M (13.7% margin), Free Cash Flow $47.7M, Net Debt Leverage 0.7x, and strong operational execution in Gas Cylinders with new long-term agreements; the company reported 2024 relative TSR performance references of Seventh and Eighth deciles in different sections, with EPS growth awards expected at least target .
Past Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| Luxfer Gas Cylinders | Vice President & GM – Composite | May 2022 – present | Leads composite cylinder business; aligns with clean energy growth and long-term customer agreements . |
| Luxfer Gas Cylinders | Global VP of Finance | Sep 2019 – May 2022 | Member of Gas Cylinders leadership team; drove finance and business improvement . |
| Luxfer Gas Cylinders | Financial/Business Improvement roles | 2011 – 2019 | Advanced responsibilities across finance and business improvement . |
| RSM UK LLP | Assurance/Tax/Consulting | pre-2011 | External audit/consulting foundation; credentialed as ICAEW fellow . |
External Roles
| Organization | Role | Years | Notes |
|---|---|---|---|
| RSM UK LLP | Assurance/Tax/Consulting Professional | pre-2011 | Early career at a professional services firm . |
Fixed Compensation
| Metric (US$) | 2022 | 2023 | 2024 |
|---|---|---|---|
| Base Salary | $216,000 | $220,288 | $226,500 |
| Executive Perquisites Package | — | $20,000 | $20,000 |
| All Other Compensation (incl. retirement contributions, ESPP/SIP, other) | $29,163 | $33,762 | $40,391 |
Performance Compensation
Annual Cash Incentive – 2024 design and outcome
| Item | Detail |
|---|---|
| Measures & Weights | Management EBITA (60%), Cash Conversion (20%), Revenue (20%) (business-unit measurement for Howard) . |
| Threshold/Target/Max scales (Business Unit leader) | Cash Conversion: 85%/100%/115% → 5.25%/10.5%/21.0% of salary; EBITA: 7.5%/15%/30%; Revenue: 2.25%/4.5%/9% . |
| 2024 Actual (business-unit performance) | Gas Cylinders Management EBITA at Target; Revenue above Threshold but below Target; Cash Conversion at Maximum . |
| Payout Factor and Cash Paid | Performance Payout Factor: 116.6%; Cash Incentive Paid: $79,230 . |
| Target % of Salary (2024) | 30% ($67,950) . |
| Maximum Opportunity | 60% of salary ($135,900) . |
Equity Awards – structure and 2024 grants
| Component | Weight | Terms | Grant specifics (2024) |
|---|---|---|---|
| Time-based awards (RSUs) | 40% | 4-year vesting, 25% per year (US executives receive RSUs) . | 3,520 RSUs (target) granted Mar 18, 2024 . |
| EPS Growth awards | 24% | 2-year performance period (through Dec 31, 2025), vest Mar 18, 2026; payout 0–250%; $1.00 conversion price; RoCE condition . | 3,168 awards (target) communicated Mar 18, 2024 . |
| TSR awards (relative) | 36% | 2-year performance period (Dec 31, 2023–Dec 31, 2025), vest Mar 18, 2026; payout 0–200%; $1.00 conversion price . | 4,752 awards (target) communicated Mar 18, 2024 . |
Historical equity award outcomes (selected)
| Award Year | Measure | Performance outcome | Vesting/Grant outcome |
|---|---|---|---|
| 2022 awards | EPS Growth (2022–2024) | 97% of Target; banked 87% growth in 2022, 0% in 2023, 200% in 2024 . | Vests Mar 14, 2025 . |
| 2022 awards | TSR (2021–2024) | Third decile; 25% of Target earned . | Vests Mar 14, 2025 . |
| 2023 awards | EPS & TSR (2023–2025) | Performance period ongoing through Dec 31, 2025 . | Vests Mar 20, 2026 . |
| 2024 awards | EPS & TSR (2024–2025) | Performance period ongoing through Dec 31, 2025 . | Vests Mar 18, 2026 . |
Equity Ownership & Alignment
| Metric | Value |
|---|---|
| Beneficial ownership (Apr 1, 2025) | 8,246 shares . |
| Beneficial ownership (Apr 1, 2024) | 6,497 shares . |
| Ownership % of outstanding (Apr 1, 2025) | ~0.030% = 8,246 / 27,236,677 (shares outstanding at Apr 11, 2025) . |
| Unvested time-based RSUs at Dec 31, 2024 | 7,835 total remaining across grants: 670 (3/15/2021), 1,679 (3/14/2022), 1,851 (3/20/2023), 3,635 (3/18/2024) . |
| Unearned performance awards (as of Dec 31, 2024) | 12,276 (2024 awards) and 1,881 (2023 awards) pending performance completion . |
| Options (exercisable/unexercisable) | N/A – U.S.-based executives receive RSUs; UK-based executives receive options . |
| Pledging/Hedging | Company policy prohibits pledging, hedging, margin accounts, short sales by covered persons (incl. executives) . |
| Stock Ownership Guidelines | Apply to executive officers; expected minimum ownership in multiples of salary; achieve within five years; share retention ratios included . |
| Clawback | Executive Compensation Clawback Policy (SEC/NYSE-compliant) requires recovery of incentive-based compensation after a restatement (3-year lookback) . |
Employment Terms
| Provision | Current Key Terms |
|---|---|
| Role start / tenure | VP & GM – Composite since May 2022; ELT since Feb 2023 . |
| Notice Period (termination arrangements) | 2024 disclosure: Howard Mead – 3 months; executives continue to earn incentive and vest during notice unless payment in lieu is exercised . |
| Severance – Resignation with Good Reason | Severance equal to Notice Period salary; for Howard: 6 months (2025 disclosure); plus target-level annual cash incentive pro-rated if actual not determined; time-based awards vest in next 12 months; performance awards prorated formula under LTIP . |
| Severance – Termination other than Cause/Disability/death | Company may pay salary/perqs in lieu of notice; pay actual or target pro-rated cash incentive; vest awards that would vest in notice period . |
| Change-in-Control (double trigger) | If terminated in connection with a Change in Control without offer of equivalent position: salary severance of 9 months; pay target annual cash incentive if actual not determined; immediate vesting per LTIP change-in-control rules (for Howard: $165,216 salary; $67,950 cash; $163,698 equity based on Dec 31, 2024 illustration) . |
| Example payouts (Dec 31, 2024 basis) | Good Reason total payout $161,281; CIC total payout $396,864; see tables for components . |
Compensation Summary (actual reported)
| Metric (US$) | 2022 | 2023 | 2024 |
|---|---|---|---|
| Salary | $216,000 | $220,288 | $226,500 |
| Annual Cash Incentive | $0 | $78,365 | $79,230 |
| Annual Equity Awards (grant-date fair value) | $82,220 | $88,799 | $105,855 |
| All Other Compensation | $29,163 | $33,762 | $40,391 |
| Total Compensation | $327,383 | $421,214 | $451,976 |
Performance Compensation Detail – Design Integrity
| Element | Metric | Weighting | Targets & caps | Vesting |
|---|---|---|---|---|
| Annual Cash Incentive (BU) | EBITA | 60% | Threshold/Target/Max via % of salary table | Annual |
| Annual Cash Incentive (BU) | Cash Conversion | 20% | Threshold 85% / Target 100% / Max 115%; formulaic adjustment if Group Max EBITA | Annual |
| Annual Cash Incentive (BU) | Revenue | 20% | BU-level revenue; payout capped if EBITA below Threshold | Annual |
| LTIP – EPS Growth | Adjusted diluted EPS Growth | 24% | 0–250% payout; RoCE condition; 2-year measure | 100% at 2-year anniversary |
| LTIP – TSR | Relative TSR vs GICS peer set | 36% | 0–200% by decile; 2-year measure | 100% at 2-year anniversary |
| LTIP – Time-based | Share price alignment | 40% | Fixed at 40% of equity target | 25% per year over 4 years |
Other Governance, Policies, and Signals
- Independent compensation consultant (Meridian) engaged; benchmarking against comparator groups; executive pay reviewed by Remuneration Committee and independent NEDs .
- Say-on-Pay approval: 99.2% in favor at 2024 AGM; annual frequency reaffirmed (every 1 year) .
- Related party transactions: none reported for 2024 .
- Insider activity: 2024 vesting showed RSUs vested for Howard (1,657 shares; value $17,054); no options exercised (he receives RSUs) .
- Pension: Howard does not participate in legacy defined benefit pension plans (frozen); eligibility limited to employees pre-1998 .
Investment Implications
- Pay-for-performance alignment: Howard’s 2024 cash incentive payout (116.6% of target) tracks BU EBITA at target and Cash Conversion at maximum, indicating solid execution in the composite cylinders franchise; equity mix emphasizes multi-year EPS and TSR metrics, supporting long-term alignment .
- Retention risk and change-of-control economics: Current Good Reason severance of 6 months’ salary and CIC multiple of 9 months are moderate; pending performance awards (12,276 from 2024; 1,881 from 2023) vest in March 2026 if metrics are met, implying potential near-term retention hooks and future selling capacity upon vesting windows .
- Ownership and trading signals: Direct ownership increased from 6,497 to 8,246 shares YoY; policies prohibit hedging/pledging/margin use, reducing misalignment risk; upcoming 2025–2026 vesting dates (time-based and performance awards) create windows that could impact insider selling cadence .
- Policy safeguards: Robust clawback, stock ownership guidelines with five-year compliance, and strong say-on-pay support mitigate governance risk and reinforce investor confidence in incentive design .