Karyn Ovelmen
NEWMONT Corp /DE/About Karyn Ovelmen
Chief Financial Officer of Newmont (NEM) since May 2023; leads integrated finance, treasury, tax, internal audit, investor relations, and enterprise risk management. Prior roles include CFO at Flowserve, LyondellBasell Industries NV, and Petroplus Holdings AG; most recently served on the boards of Hess Corporation and ArcelorMittal; licensed CPA (Texas) with a BA in Political Science from the University of Connecticut . Newmont’s 2024 bonus framework tied 70% to financial metrics and 30% to sustainability; the LDCC applied negative discretion to reduce the 2024 payout to 79.9% of target, underscoring pay-for-performance and safety accountability . Company performance improved materially in 2024 with revenue growth and EBITDA expansion (see table; EBITDA values from S&P Global).
| Metric | FY 2023 | FY 2024 |
|---|---|---|
| Revenues ($USD) | $11,812,000,000 | $18,682,000,000 |
| EBITDA ($USD)* | $3,061,000,000* | $8,858,000,000* |
*Values retrieved from S&P Global.
Past Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| Flowserve | Chief Financial Officer | — | Led finance at capital-intensive industrials; balance sheet discipline and cash generation focus |
| LyondellBasell Industries NV | Chief Financial Officer | — | Managed complex global finance operations in petrochemicals |
| Petroplus Holdings AG | Chief Financial Officer | — | Oversaw finance in European refining; capital and risk management |
External Roles
| Organization | Role | Years | Notes |
|---|---|---|---|
| Hess Corporation | Director | — | Board experience in E&P; committee work not specified |
| ArcelorMittal | Director | — | Board experience in global steel; governance oversight |
Fixed Compensation
| Component | 2023 | 2024 |
|---|---|---|
| Base Salary ($) | $750,000 | $780,000 |
| Target Bonus (%) | 100% | 100% |
| LTI Target ($) | $2,500,000 | $2,700,000 |
| Total Target Direct Compensation (TTDC) ($) | $4,000,000 | $4,260,000 |
| YoY % Increase | — | 7% |
| 2024 Actual Cash Pay Elements | Amount ($) |
|---|---|
| Salary Paid | $803,324 |
| Non-Equity Incentive (Bonus) | $623,220 |
| Discretionary/Sign-on Bonus | — (2024) |
Performance Compensation
| Annual Incentive Metric (2024) | Weight | Threshold | Target | Maximum | Result | Payout Weight |
|---|---|---|---|---|---|---|
| Adjusted Cash Sustaining Costs per GEO (CSC/GEO) | 30% | $1,497 | $1,361 | $1,293 | Below target on production/costs | 14.2% |
| Attributable Adjusted Free Cash Flow ($M) | 30% | $350 | $538 | $828 | Above target | 48.4% |
| Newcrest Integration Synergies ($M) | 10% | $250 | $300 | $400 | Above maximum | 20.0% |
| Fatality Risk Management (modifier applied) | 20% | CCV programs per role | CCV targets per role | Expanded scoring | 990k+ CCVs; above target | 25.6% |
| Operating Sites Water Consumption Efficiency | 5% | <110% of 2023 | Below 2023 | Below 2018–23 avg | 11 of 16 sites met/exceeded | 6.3% |
| Local/Indigenous Persons Employment | 5% | 70% of public goal | 100% of goal | 130% of goal | 11 of 16 sites met/exceeded | 5.4% |
| Unadjusted Company Payout | — | — | — | — | — | 119.9% |
| LDCC Negative Discretion (fatalities, costs, stock) | — | — | — | — | — | Final 79.9% |
Long-Term Incentive Program (LTI)
- 2024 Grants: RSUs and PSUs granted 2/26/2024; RSUs 29,990 shares (grant-date fair value $900,000); PSUs target 21,506 shares (Monte Carlo modeled target 32,257) .
- PSU metrics: rTSR remains primary; ROCE introduced with 20% weight in 2024; sustainability elements present in prior year PSU design; ROCE weight increased to 30% for 2025 program .
- 2025 proxy reiterates reliance on performance-based LTI with caps during negative TSR periods and expanded ROCE focus .
Equity Ownership & Alignment
| Item | Disclosure |
|---|---|
| Beneficial Ownership (as of Feb 27, 2024) | Karyn Ovelmen reported no shares; beneficial ownership “—” in table for common stock and RSUs at that date . |
| Ownership Guidelines | CEO 6x salary; other executive officers (incl. CFO) 3x salary; Chief Accounting Officer 1x; must meet within 5 years; RSUs count, PSUs do not . |
| New Holding Requirement | Officers must hold at least 50% of vested LTI until guideline met within 5-year transition (adopted 2024) . |
| Hedging/Pledging | Prohibited: no hedging, shorting, pledging or margining of company stock; pre-clearance and trading window restrictions apply; no exceptions requested historically . |
Employment Terms
| Provision | Terms |
|---|---|
| Employment Agreement | No individual employment agreements for NEOs; compensation governed by LDCC policies . |
| Severance (non-CIC) | Executive Severance Plan: for non-cause terminations, structured salary-based severance and pro-rata incentive/equity per plan (policy basis set; details historically 15–18 months for non-CEO) . |
| Change-of-Control (CIC) | Double-trigger; generally 2x “annual pay” (salary + highest annual bonus in prior 3 years + highest savings plan match in prior 3 years) for most executives; CEO at 3x; pro-rated bonus; benefits and outplacement; no excise gross-ups under 2012 plan . |
| Potential Payments (as modeled at Dec 31, 2024) | Termination Not for Cause: $3,057,422 total for Ovelmen; Death: $4,922,758; Disability: $3,332,758; Termination after CIC: $7,289,943; includes base benefit ($1,040,000), bonus ($803,324), change-of-control payment ($3,120,000), accelerated RSU vesting ($1,862,414), benefits/outplacement . |
| RSU/PSU Vesting & Retirement | RSU agreement defines retirement (age≥55, 5 years service, age+service≥65); pro-rata or continued vesting per conditions; forfeiture upon other terminations; dividend equivalents paid in cash at vesting; non-transferability until settlement . |
Say-on-Pay & Compensation Governance
- 2024 say-on-pay approved with 92.6% support; LDCC engages stockholders and adjusts design based on feedback .
- Independent consultant FW Cook advises LDCC; program emphasizes high at-risk pay mix and balanced metrics; comprehensive clawback expanded March 1, 2025 to cover NYSE Rule 10D-1 restatements and specified misconduct triggers .
Compensation Peer Group (context for market alignment)
Air Products (AP), Freeport (FCX), Barrick (GOLD), ConocoPhillips (COP), Deere (DE), EOG (EOG), Eaton (ETN), Emerson (EMR), Illinois Tool Works (ITW), Johnson Controls (JCI), Parker-Hannifin (PH), Pioneer (PXD), PPG (PPG), Republic Services (RSG), Rockwell (ROK), Vulcan (VMC), Waste Management (WM), AMETEK (AME), DuPont (DD), Ecolab (ECL), Cummins (CMI) .
Investment Implications
- Pay-for-performance discipline: 2024 unadjusted bonus at 119.9% was cut to 79.9% due to safety incidents, cost overruns, and stock performance—signals strong governance and willingness to exercise discretion; future payouts remain sensitive to cash generation and cost control .
- Retention risk mitigants: Double-trigger CIC at 2x annual pay and modeled CIC payout ($7.29M) plus accelerated equity reduce flight risk amid portfolio changes and leadership transitions; RSU retirement treatment and 50% hold-until-guideline bolster alignment .
- Alignment red flags: Prohibitions on hedging/pledging and robust ownership standards limit misalignment; as of early 2024, reported no beneficial ownership, making adherence to 3x salary guideline and hold-until-met requirement a monitoring point over the 5-year window .
- Execution focus: Bonus metrics emphasize CSC/GEO (cost efficiency) and FCF; with 2024 revenue expansion and EBITDA growth (see table; EBITDA from S&P Global), Ovelmen’s finance oversight ties compensation directly to deleveraging, dividends/buybacks, and synergy delivery—key levers for TSR recovery .