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Robert G. Howell

Executive Vice President, Americas at MANHATTAN ASSOCIATESMANHATTAN ASSOCIATES
Executive

About Robert G. Howell

Robert G. Howell, age 52, is Executive Vice President, Americas at Manhattan Associates (MANH), a role he has held since January 2022 after progressing through sales leadership roles since joining the company in 2006 . Prior experience includes senior sales roles at Logility (2000–2006) and Measurex (1995–2000) . During his tenure as an NEO, Manhattan delivered record 2024 results: revenue $1.042B (+12% YoY), GAAP diluted EPS $3.51 (+24% YoY), AOI $362M, RPO $1.8B (+25% YoY), cloud revenue $337M (+32% YoY), and a 25% TSR in 2024, supported by 25% GAAP operating margin .

Past Roles

OrganizationRoleYearsStrategic Impact
Manhattan AssociatesEVP, AmericasJan 2022–presentLeads Americas go-to-market; aligns enterprise sales with Manhattan Active cloud growth
Manhattan AssociatesSVP, North America Sales; VP North America Sales; Senior Director; Director of Sales2006–2021Built and scaled NA sales; progressed through leadership roles since joining in Oct 2006
Logility (American Software)Sales Executive roles2000–2006Enterprise supply chain sales across collaborative planning solutions
Measurex (acquired by Honeywell)Account Executive1995–2000Software/process control sales in industrial verticals

Fixed Compensation

Metric ($USD)202220232024
Base Salary$370,000 $390,000 $410,000
Target Bonus % of SalaryNot disclosed101% 100%
Target Bonus ($)Not disclosedNot disclosed$412,000
Actual Bonus Paid$510,600 $620,940 $523,240

Performance Compensation

ComponentMetricWeight2024 Target2024 Actual2024 Payout for MetricVesting Mechanics
Annual Cash BonusTarget Revenue25% $980.0M $1,005.3M 133% Cash paid per annual program rules
Annual Cash BonusNew Cloud Bookings25% Not disclosed Not disclosed 26% Cash paid per annual program rules
Annual Cash BonusAdjusted Operating Income (AOI)50% $301.0M $360.9M 175% Cash paid per annual program rules
Performance RSUs (PSUs)Composite of Target Revenue, New Cloud Bookings, AOI25% / 25% / 50% Target thresholds set per plan Earned at 127% of target 127% earned overall PSUs and service RSUs vest 25% per year over 4 years, starting the year after grant

2024 total annual bonus payout factor was 127% [(133%×25%)+(26%×25%)+(175%×50%)] .

Equity Ownership & Alignment

  • Stock ownership guidelines for EVP, Americas: 2x annual base salary; all executives met requirements as of the record date .
  • Hedging and significant pledging are prohibited by policy; executives are restricted to trading windows and are subject to blackout periods .
  • No options are currently granted; equity is delivered via RSUs/PSUs with four-year pro-rata vesting .
Ownership DetailAmount
Beneficially owned shares (Howell)117,546 (<1% of shares outstanding)
Unvested RSUs (service-based)29,998
Unvested RSUs (performance-based)10,193
Ownership % of shares outstanding<1% (based on 60,684,512 shares)

Outstanding Equity Awards (as of 12/31/2024)

Grant DateUnvested SharesMarket Value ($)
01/28/20213,451 $932,598
01/27/2022 (annual)6,929 $1,872,493
01/27/2022 (special retention)18,066 $4,882,156
01/26/202311,487 $3,104,247
01/25/2024 (service+performance earned at 127%)8,321 $2,248,667

Standard vesting: 25% per year; special 2022 retention grant vests 10% (Jan 2024), 20% (Jan 2025), 30% (Jan 2026), 40% (Jan 2027) .

2024 Equity Grants (new awards)

Award TypeGrant DateUnits (Target)Units (Max)Grant-Date Fair Value ($)
Service-based RSUs01/25/20243,665 $799,996
Performance-based RSUs01/25/20243,666 6,416 $800,214

Employment Terms

TermDetail
AgreementAt-will executive employment; eligible for salary, annual bonus, and equity; standard indemnification/D&O coverage
Minimum Base Salary (contract)$323,000 (NEO-specific minimum)
2024 Bonus Target100% of salary; target $412,000; actual payout 127% ($523,240)
Non-compete / Non-solicit12 months post-termination (or through last severance payment date), plus confidentiality/IP assignment
Severance (no cause / constructive)12 months base salary ($410,000 for Howell) and 12 months COBRA-equivalent health benefits grossed-up ($53,777)
Change-of-control (double trigger, within 24 months)Cash severance $984,740; accelerated vesting value $12,772,623; health benefits $53,777; plus pro rata bonus at target and an additional annual bonus equal to greater of target or prior year; PSUs deemed at target for uncompleted performance period
Clawback policySEC/Nasdaq-compliant recoupment of incentive comp for restatements (3-year lookback; no fault required)
Tax gross-upsNo excise tax gross-ups; limited gross-ups provided for President’s Club-related income and company-paid term life premiums
Insider tradingTrading limited to windows; hedging/monetization and significant pledging prohibited

Multi-Year Compensation Summary (NEO-level)

Metric ($USD)202220232024
Salary$370,000 $390,000 $410,000
Stock Awards (grant-date fair value)$3,950,103 $1,500,020 $1,600,210
Non-Equity Incentive Plan Compensation$510,600 $620,940 $523,240
All Other Compensation$31,523 $34,401 $34,916
Total$4,865,226 $2,545,361 $2,568,366

2024 “All Other Compensation” breakdown: 401(k) match $10,350; company-paid term life premiums $6,910; tax gross-ups $17,656 .

Compensation Structure Analysis

  • Pay mix emphasizes performance-based incentives (cash bonus and PSUs) linked to revenue, AOI, and New Cloud Bookings; 2024 PSU earning at 127% underscores alignment with strong AOI overachievement and revenue beat .
  • Shift to RSUs/PSUs and no options reduces risk profile for executives while maintaining multi-year retention via four-year vesting and special retention grants approved in 2022 .
  • Governance safeguards include double-trigger CoC, capped incentives, clawback, prohibition on option repricing, and no excise tax gross-ups, mitigating pay inflation and risk-taking concerns .

Investment Implications

  • Strong pay-for-performance alignment: 2024 payouts tied to overdelivery on AOI (175% metric payout) and revenue (133%), supporting confidence in operational execution; PSUs earned at 127% .
  • Retention risk mitigated by meaningful unvested equity and special retention tranches through 2027; trading blackouts and ownership guidelines further align incentives, although vesting cadence could create periodic sell-to-cover activity windows typical for RSU programs .
  • Change-of-control economics are robust (full RSU acceleration with PSUs at target plus cash components), which could influence behavior around strategic transactions; however, double-trigger structure balances shareholder interests .
  • Ownership and policy posture (hedging/pledging prohibited; guideline compliance) indicate high alignment and low governance red-flag risk; 2024 say-on-pay support (~93% approval) reinforces shareholder acceptance of the framework .