John Lieffrig
About John Lieffrig
John P. Lieffrig is Vice President and Division Manager of Mobile Modular Portable Storage at McGrath RentCorp, a role he has held since joining MGRC in August 2016; he is 60 years old and brings extensive industry and sales leadership experience from Modular Space Corporation, Aramark, and GE Capital, alongside trade association leadership at the Modular Building Institute (MBI) where he served eight years and was President in 2013 . He holds B.A. degrees in Business Administration and Marketing from Carthage College . Company performance context for alignment: MGRC delivered 10% revenue growth and 10% Adjusted EBITDA growth in 2024 despite demand softness in Portable Storage and TRS-RenTelco, with net income of $231.7M and pre-tax income of $313.6M; the Company’s pay-versus-performance table shows cumulative TSR value of $162.65 for $100 invested since 12/31/2019, indicating strong long-term shareholder value creation .
Past Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| Modular Space Corporation | Vice President, Sales North America | 2005–2015 | Led North America sales; built customer relationships and growth pipeline in modular space solutions |
| Aramark Corporation | Executive leadership roles | 2002–2005 | B2B services operating experience; commercial execution |
| GE Capital | Executive leadership roles | 1988–2002 | Finance and operations discipline at scale; asset-centric commercial acumen |
| McGrath RentCorp (Mobile Modular Portable Storage) | Vice President & Division Manager | Aug 2016–present | Launched and scaled Portable Storage; execution within MGRC’s modular ecosystem |
External Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| Modular Building Institute (MBI) | Director; Board President | ~8 years; President in 2013 | Industry advocacy and standards; network leadership across modular ecosystem |
Fixed Compensation
Not disclosed for John Lieffrig (MGRC only discloses detailed compensation for Named Executive Officers). Program features for executive officers:
- Base salary is fixed, reviewed for market competitiveness and role scope .
- No employment agreements; executive officers “serve at the pleasure of the Board” .
- Perquisites are limited and generally same as other employees; no tax gross-ups; retirees with ≥10 years may remain on health insurance if paying 100% of premiums .
Performance Compensation
Annual cash bonus design for executive officers (division vice presidents included by policy):
| Component | Metric | Weighting | Target/Mechanics | Payout Curve | Notes |
|---|---|---|---|---|---|
| Profitability | Adjusted EBITDA (division-level for divisional officers) | 75% | Annual “realistic stretch” goals; threshold at 90% achievement; max at 110% achievement | 50% at 90%; 100% at 100%; 200% at 110%; straight-line interpolation | Division officers measured on divisional Adjusted EBITDA (and, where relevant, Divisional EBIT sub-metrics) |
| Personal Annual Priorities | Up to four role-critical priorities | 25% | Individually set; periodic measurement; paid annually | Capped at 100% of target | CEO priorities set by Compensation Committee; others by CEO/EVP in collaboration |
Context (corporate-level actuals for 2024 to illustrate plan operation): Company Adjusted EBITDA target $349,676,000; actual $351,725,000; payout 105.90% for the profitability component for corporate officers (divisions have separate targets/actuals) .
Long-term incentives:
- 2024 grants: time-based RSUs vest in three annual tranches (33%/33%/34%) due to the then-pending WillScot merger; 2025 reverted to historical 50% RSUs / 50% PSUs mix .
- PSUs: 3-year cliff vesting based on corporate ROIC and revenue targets (for corporate officers) or division-specific ROIC (for divisional officers), equally weighted .
Equity Ownership & Alignment
| Item | Policy/Guideline | Details |
|---|---|---|
| Stock ownership guidelines | Required ownership multiple | CEO = 5x base salary; Other executive officers = 2x base salary; 5 years to comply |
| Holding requirement | Post-vest/exercise hold | 50% of net after-tax shares until guideline met; calculation based on vested RSUs and PSUs (unvested RSUs and vested options excluded) |
| Hedging/Pledging | Prohibited | Insider Trading Policy prohibits hedging, pledging, margin purchases, short sales, derivatives on MGRC stock |
| Clawback (Recoupment) | Restatement recovery | 3-year lookback to recover excess incentive comp (cash and equity) per NASDAQ 10D-1-aligned policy |
| RSU vesting cadence | Time-based | Annual equity grant; RSUs typically vest 33%/33%/34% on first, second, and third anniversaries (e.g., 2024 grants vest 2/23/25, 2/23/26, 2/23/27) |
| PSU performance & vesting | 3-year performance | ROIC and revenue targets, payout 50–200%, 3-year cliff vest |
| Change-in-control treatment | Acceleration | If awards not assumed/replaced, full acceleration; if assumed and qualifying termination after change-in-control, full acceleration; pro-rata treatment for 2023 PSUs at target on change-in-control timing |
Note: John Lieffrig’s individual share ownership, vested/unvested breakdown, and options data are not disclosed in MGRC’s proxy (beneficial ownership detail is provided for NEOs and directors only) .
Employment Terms
MGRC discloses severance frameworks for executive officers; no individual employment contracts:
| Scenario | Cash Severance | Benefits | Equity Treatment | Notes |
|---|---|---|---|---|
| Termination without cause (pre-change-in-control or after 12 months post-CoC) | For executive officers other than CEO/CFO: up to 6 months base salary | COBRA up to 12 months; outplacement | No acceleration | 2024 Severance Plan covered “all executive officers” |
| Termination without cause or resignation for good reason within 12 months after change-in-control | For executive officers other than CEO/CFO: up to 6 months base salary | COBRA up to 12 months; outplacement | Full acceleration and vesting of equity awards | 2024 Severance Plan; no tax gross-ups |
| Amended Severance Plan (Feb 2025) | Specific multipliers disclosed for NEOs only | Enhanced COBRA durations for NEOs | Prorated vesting (non-CoC) and 100% vesting at target (CoC) for RSUs/PSUs | Plan consolidated MGRC’s severance frameworks; non-NEO terms not itemized in proxy |
Executive officers are subject to MGRC’s compensation recoupment, ownership/holdback, and insider trading policies noted above .
Investment Implications
- Alignment: Strong governance mechanics—no hedging/pledging, robust clawback, ownership and holdback requirements—support alignment and mitigate adverse signaling from insider sales; 2024’s all-RSU grants increased retention and reduced short-term performance linkage but reverted to 50/50 RSU/PSU in 2025, restoring long-term performance orientation .
- Retention risk: Time-based RSU vesting over three years plus severance protection (including full acceleration upon qualifying CoC termination) reduce near-term attrition risk for division leaders like Lieffrig .
- Performance levers: Annual bonus for divisional officers is tied predominantly to divisional Adjusted EBITDA (75%), focusing Lieffrig on utilization, pricing, and fleet ROI; personal priorities (25%) drive strategic execution .
- Trading signals: Anti-hedging/pledging and 50% post-vest holdback curb near-term selling pressure; lack of disclosed individual ownership limits visibility for “skin-in-the-game” analysis, suggesting use of Form 4 monitoring for precise tracking (MGRC notes timely Section 16 compliance in 2024) .
- Execution watchpoints: MGRC flagged demand softness in Portable Storage in 2024; sustained improvement in divisional Adjusted EBITDA is the primary bonus lever—execution on pricing, utilization, and services mix remains critical .
- Shareholder sentiment: Say-on-pay support remains strong (97% in 2024), indicating investor approval of MGRC’s compensation architecture, which applies programmatically to executive officers .