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Steven Blanco

Steven Blanco

President and Chief Executive Officer at MSA SafetyMSA Safety
CEO
Executive
Board

About Steven C. Blanco

Steven C. Blanco is President and Chief Executive Officer of MSA Safety and has served on the Board since 2024. He became CEO on May 10, 2024 after 12 years in senior operating roles at MSA; he is 58 years old . Company performance context: in 2024, sales were $1,808.1 million and net income was $285.0 million; the five‑year cumulative TSR index ended 2024 at 139.38 (base=100 at 12/31/2019) . For 2024 annual incentives, company performance produced a 97% earnout; with the Enhanced Bonus feature, total payout was 98% of target .

Past Roles

OrganizationRoleYearsStrategic Impact
MSA SafetyPresident & Chief Executive OfficerMay 2024 – presentLeads strategy and execution across global safety portfolio
MSA SafetyPresident & Chief Operating OfficerJun 2023 – May 2024Drove enterprise operations ahead of CEO transition
MSA SafetySVP & President, MSA Americas2022 – Jun 2023Led regional P&L for Americas
MSA SafetyVP & President, MSA Americas2017 – 2022Oversaw commercial growth and operations in Americas
MSA SafetyVP, MSA Northern North America2015 – 2017Led regional commercial operations
MSA SafetyVP, Global Operational Excellence2012 – 2015Built global manufacturing/operations excellence capability

External Roles

  • Other current public company directorships: None .

Fixed Compensation

Item2024Notes
Base salary paid (SEC SCT)$773,462 Partial-year CEO
Base salary at 12/31/2024$900,000 Raised upon CEO promotion; +63.6% to 89% of market median
All other compensation (total)$101,232 See breakdown below
Perquisites and personal benefits$33,555 Financial/tax assist, vehicle/club/physical per policy
Company DC plan contributions$67,677 401(k)/SSP matching
Pension – Present Value (MSA Pension Plan)$334,466 Defined benefit plan
Pension – Present Value (Supplemental Pension Plan)$925,317 Nonqualified supplemental DB plan
Nonqualified deferred comp: Exec contrib.$62,388 SSP deferral (employee)
Nonqualified deferred comp: Company contrib.$62,388 SSP company match
Nonqualified deferred comp: 2024 earnings$98,793 Plan-directed investments
Nonqualified deferred comp: 12/31/2024 balance$766,303 SSP balance

Performance Compensation

Annual Incentive (EIP) – CEO Structure and 2024 Results

MetricWeightThresholdTargetMaximum2024 ActualPayout Factor
Consolidated Net Sales ($000)30% 1,673,681 1,859,646 2,045,611 1,815,951 97% base; 98% incl. Enhanced Bonus
Consolidated Adjusted EBITDA Margin (%)30% 22.2% 26.2% 30.1% 26.5% 97% base; 98% incl. Enhanced Bonus
Working Capital as % of Net Sales30% 29.9% 26.0% 22.1% 26.5% 97% base; 98% incl. Enhanced Bonus
Adjusted Gross Profit Margin (%)10% 47.3% 48.0% 48.7% 48.1% 97% base; 98% incl. Enhanced Bonus

Additional details:

  • CEO target bonus: 90% of salary; target $676,800 for 2024 .
  • Actual 2024 non‑equity incentive paid: $663,102 .
  • ESG scorecard modifier applied (±5% range) was 0% in 2024 .

Long-Term Incentives (PSUs and RSUs)

Element2024 Award ValueMetrics / DesignVesting
Performance Stock Units (PSUs)$1,920,000 50% Adjusted EBITDA Margin %, 50% Revenue Growth; TSR modifier vs S&P Midcap 400 Industrials PSU shares cliff-vest after 3 years (e.g., 3/8/2027 for 2024 grant) subject to performance
Time‑vesting RSUs$480,000 Time-based only3‑year cliff vest (e.g., RSUs vest 3/8/2027 for 2024 grant)

PSU outcomes history:

  • 2022 PSU grant paid at 220% of target; relative TSR at 64th percentile (1.10x modifier) .
  • 2023 PSU grant achieved 50% of target through year two; final vest 3/8/2026 subject to year-three determination .

Grant sizing reference (2024):

  • Stock multiplier 436% of salary; mix 87% RSUs / 349% PSUs for CEO .

Equity Ownership & Alignment

Ownership/GuidelineDetail
Beneficially owned common shares24,930 shares
Shares outstanding (record date)39,260,624
Ownership as % of shares outstanding≈0.06% (24,930 / 39,260,624)
CEO ownership guideline5.5x base salary; requirement $4,950,000 at $900,000 salary
Compliance status (12/31/2024)Not yet met (recent appointment)
Hedging/pledging policyProhibited for directors/officers receiving equity awards

Unvested equity and vesting schedule (as of 12/31/2024):

InstrumentSharesVest Date
RSUs1,107 3/8/2025
RSUs1,214 3/8/2026
RSUs1,612 6/12/2026
RSUs2,707 3/8/2027
PSUs (2022 cycle)4,426 3/8/2025 (performance achieved; time-vest)
PSUs (2023 cycle)4,855 3/8/2026 (50% achieved through year two)
PSUs (2024 cycle)10,829 3/8/2027 (no interim lock-in)

Employment Terms

ProvisionTerms for Steven C. Blanco
Severance (company-initiated, U.S. salaried plan)Up to 52 weeks base salary based on service; as of 12/31/2024 “Involuntary Termination Without Cause” cash severance example: $294,231; outplacement $25,000
Change-in-Control (CIC)Double trigger; lump sum up to 2x (salary + average bonus last two years) plus up to 24 months of medical/dental/accident/life benefits; no excise tax gross-ups; equity vests upon CIC+qualifying termination
CIC example (12/31/2024)Cash severance $3,074,516; health & welfare $36,888; outplacement $25,000; equity shown separately below; earned EIP $663,102
Death/Disability – equity vestingRSUs and PSUs vest per plan; 12/31/2024 equity values: RSUs $1,100,712; PSUs $3,333,634
Clawback policiesMandatory recoupment for accounting restatements (3 prior fiscal years) and discretionary clawback for misconduct/financial irregularities; updated for NYSE Rule 10D‑1

Board Governance (Director Service, Committees, Independence)

  • Board: Director since 2024; no committee assignments (employee-director) .
  • Board leadership: Non-Executive Chairman; Lead Independent Director; four fully independent committees (Audit; Compensation & Talent Management; Nominating & Corporate Governance; Law), all chaired by independent directors .
  • Attendance: All directors attended ≥75% of Board and committee meetings in 2024 .
  • Independence: Board lists independent directors; as CEO, Mr. Blanco is not listed among independents .
  • Say‑on‑pay: 2024 approval 97.2%; Board considered this in 2025 program design .

Director Compensation (for Board Service)

  • Non‑employee director program (cash retainer $85,000; equity $145,000 RSAs/RSUs vesting after one year; chair/lead retainers) applies to non‑employee directors; Mr. Blanco is not included among non‑employee directors receiving these fees .

Compensation Peer Group and Philosophy

  • Program targets middle (50th percentile) of market; significant at‑risk pay; ownership culture and clawbacks in place .
  • 2024 peer group (20 companies) includes Albany International, Barnes, Brady, ESCO, Federal Signal, Graco, IDEX, ITT, Littelfuse, Masimo, Nordson, Simpson, TriMas, Zurn Elkay, among others .

Say‑on‑Pay & Pay vs Performance Context

YearCEO(s)SCT Total Comp (PEO)Compensation Actually Paid (CAP)TSR IndexNet Income ($MM)Sales ($MM)
2024Blanco (PEO from 5/10/24)$4,242,990 $3,218,826 (Blanco) 139.38 285.0 1,808.1

Note: 2024 Say‑on‑Pay support was 97.2% .

Investment Implications

  • Alignment and leverage: High at‑risk pay (65.3% of CEO target comp at risk) with annual metrics (Net Sales, Adj. EBITDA Margin, Working Capital %, Gross Margin) and PSU metrics (Adj. EBITDA Margin %, Revenue Growth with relative TSR modifier) supports pay‑for‑performance and capital discipline .
  • Vesting/supply overhang: Significant scheduled vesting windows around March 8, 2025/2026/2027 (unvested RSUs: 1,107/1,214/2,707; PSUs: 4,426/4,855/10,829), which can create sell‑to‑cover activity; monitor Form 4s near those dates .
  • Retention/COC protection: Double‑trigger CIC (up to 2x salary+bonus; 24‑month benefits; no excise gross‑ups) balances retention with shareholder‑friendly features; standard severance plan in non‑CIC scenarios .
  • Governance mitigants: Chair/CEO separation; fully independent committees; hedging/pledging prohibited; robust clawbacks—lower governance risk premium .
  • Capital returns backdrop: Board authorized a new $200 million share repurchase program on May 10, 2024, which can help offset equity issuance dilution and support EPS/TSR .