Larisa Joiner
EnproAbout Larisa Joiner
Larisa R. Joiner is Senior Vice President and Chief Information Officer at Enpro Inc. (NPO), serving as CIO since March 2017 and promoted to Senior Vice President in late 2024/early 2025; she joined Enpro in 2013 and previously led the Global Project Management Office . She is 51 and has prior IT leadership at BlueLinx and systems roles at Georgia-Pacific; education includes an EMBA (Georgia Tech Scheller), BA in MIS (University of Georgia), cybersecurity certification (Georgia Tech), and executive tech programs (Stanford GSB) . Performance context for incentives: NPO delivered rTSR at the 74th percentile (PSA payout 150% for 2022–2024) and 78th percentile (200% payout for 2021–2023), while annual plan payouts were 129.3% for 2024 and 136.5% for 2023, driven by Adjusted EBITDA and Cash Flow ROIC targets .
Past Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| Enpro Inc. | Director, Global PMO | 2014–2017 | Built enterprise PMO; program governance across segments . |
| Enpro Inc. | Senior IT Project Manager | 2013–2014 | Led major IT implementations and integration projects . |
| BlueLinx Corporation | Manager, Application Development | 2011–2013 | Directed app dev roadmap and technology committee . |
| BlueLinx Corporation | Application Lead | 2004–2011 | Managed enterprise application projects and implementation . |
| Georgia-Pacific LLC | Senior Systems Analyst | 1996–2004 | Software development and project management for enterprise apps . |
External Roles
| Organization | Role | Years | Notes |
|---|---|---|---|
| Inspiredu (Atlanta) | Board Member | 2020–Present | Non-profit board; digital literacy access initiatives . |
| GeorgiaCIO (InspireCIO Network) | Advisory Board Member – Membership Chair | 2023 | Peer leadership network for CIOs . |
Fixed Compensation
| Component (FY 2024) | Amount (USD) |
|---|---|
| Base Salary | $358,981 |
| All Other Compensation (401k match + employer contribution + umbrella insurance) | $29,126 |
| Deferred Compensation Plan – Employer Contribution | $4,905 |
| Deferred Compensation Plan – Year-End Balance | $24,270 |
Performance Compensation
| Component (FY 2024) | Detail |
|---|---|
| Annual Performance Plan – Target Bonus % | 50% of salary |
| Annual Performance Plan – Actual Payout | 64.7% of salary; $232,081 |
| Annual Plan Metrics | Adjusted EBITDA (50%); Cash Flow ROIC (50%) |
| Annual Plan Targets & Results (Company) | EBITDA: Threshold $245.7mm; Target $277.6mm; Actual $258.8mm (35.3% weighted payout). Cash Flow ROIC: Threshold 24.8%; Target 27.6%; Actual 30.0% (93.9% weighted payout). Total payout 129.3% of target . |
| Long-Term Incentives (granted Feb 2024) | PSAs 560 units (rTSR, 3-year); Stock Options 1,316; RSUs 747 . |
| PSA Performance (2022–2024 cycle) | rTSR 74.2%ile vs S&P SmallCap 600 Capital Goods; payout 150%; Joiner cash payout $167,142 . |
| Option Grant Terms (2024) | Granted Feb 27, 2024; Exercise price $156.20; Black-Scholes grant-date value $87,961 . |
| RSU Vesting Terms | RSUs vest in equal annual installments over 3 years; dividend equivalents paid in cash at vest; accelerated vesting on death/disability; retirement continues vesting on schedule . |
| PSAs Vesting/Triggers | 3-year rTSR; payouts interpolated; capped at 100% if absolute TSR negative; change-in-control acceleration if not assumed or upon qualifying termination within 2 years . |
Annual Plan Metrics Table (FY 2024)
| Metric | Weight | Threshold | Target | Maximum | Actual | Weighted Payout % |
|---|---|---|---|---|---|---|
| Adjusted EBITDA | 50% | $245.7mm | $277.6mm | $309.5mm | $258.8mm | 35.3% |
| Cash Flow ROIC | 50% | 24.8% | 27.6% | 30.4% | 30.0% | 93.9% |
PSA Performance Benchmarks
| PSA Cycle | Performance Measure | rTSR Percentile | Payout vs Target |
|---|---|---|---|
| 2022–2024 | rTSR vs S&P SmallCap 600 Capital Goods | 74.2% | 150% |
| 2021–2023 | rTSR vs S&P SmallCap 600 Capital Goods | 78% | 200% |
Equity Ownership & Alignment
- Stock ownership guidelines: 3.0× base salary for NEOs; 5-year compliance window; failure requires 50% post-vest hold; compliance evaluated annually . As of Feb 2025, NEOs with ≥5 years in role met minimums .
- Anti-hedging and anti-pledging: Executives are prohibited from hedging or pledging Enpro shares .
Outstanding Equity Awards at FY-End 2024 (Joiner)
| Award Type | Units/Options | Key Terms |
|---|---|---|
| Options – Exercisable | 3,314 @ $53.78; 3,249 @ $80.00; 1,107 @ $106.54; 471 @ $110.73 | 10-year term; continued vesting post-retirement; accelerated in death/disability; change-in-control double-trigger vest if awards assumed . |
| Options – Unexercisable | 556 @ $106.54; 944 @ $110.73; 1,316 @ $156.20 | Vests in equal annual installments (2025–2027 for 2024 grant) . |
| RSUs – Unvested | 273 (vested Feb 15, 2025) ; 510 (vest Feb 16, 2025 & 2026) ; 747 (vest Feb 15, 2025–2027) | RSUs pay share + cash dividend equivalents at vest . |
| PSAs – Unearned (max presentation) | 1,146 (2023–2025); 1,120 (2024–2026) | rTSR-based; payout capped at target if absolute TSR negative; change-in-control double-trigger acceleration if assumed and terminated . |
Employment Terms
| Provision | Terms |
|---|---|
| Severance (no change-in-control) | 12 months salary continuation (Joiner $363,733); benefits continuation ($12,970); pro rata PSAs ($98,067); standard outplacement ($6,750); RSU/option vesting depends on retirement age . |
| Change-in-Control (Double-Trigger) | Continuation period 2 years; payments upon termination (other than for cause) or resignation for good reason post-CoC; no tax gross-ups; legacy gross-up removed Feb 2024 . |
| CoC Estimated Value (termination on 12/31/2024) | Salary & Annual Comp continuation $1,191,628; foregone annual comp $233,228; PSAs $210,734; RSUs $263,849; Options $485,619; benefits continuation $25,940; Total $2,410,998 . |
| Employment Agreements | Company does not maintain employment agreements with executive officers . |
| Clawback | Dodd-Frank compliant clawback (adopted Oct 2, 2023) and prior misconduct-based policy; Jan 2025 restatement review concluded no recovery required for 2022 cash flow statement recast . |
Company Performance (for pay-for-performance context)
| Metric | FY 2022 | FY 2023 | FY 2024 |
|---|---|---|---|
| Revenues (USD) | $1,099.2mm [FY 2022] | $1,059.3mm [FY 2023] | $1,048.7mm [FY 2024] |
| EBITDA (USD) | $248.3mm* | $236.7mm* | $253.0mm* |
| Net Income (USD) | $205.1mm [FY 2022] | $22.2mm [FY 2023] | $72.9mm [FY 2024] |
*Values retrieved from S&P Global.
Notes:
- 2024 annual plan payout 129.3% of target reflects Adjusted EBITDA between threshold/target and above-target Cash Flow ROIC performance .
- 2023 annual plan payout 136.5% of target driven by ROIC exceeding maximum and EBITDA between threshold/target .
Compensation Structure Analysis
- Variable pay emphasis: Significant portion of exec compensation is performance-based and stock-based; no tax gross-ups; minimal perquisites; prohibitions on hedging/pledging; independent consultant (Pearl Meyer) engaged .
- Metric calibration: Annual plan uses Adjusted EBITDA and Cash Flow ROIC; 2025 weighting shifted to 70% EBITDA / 30% ROIC to emphasize high-margin growth while maintaining cash discipline .
- Long-term alignment: PSAs tied to rTSR vs S&P SmallCap 600 Capital Goods; stock options and RSUs with 3-year vesting; change-in-control awards governed by double-trigger provisions .
- Peer benchmarking: Updated peer set includes CTS, Entegris, ESCO, FormFactor, Helios, Materion; Pearl Meyer annually benchmarks roles vs peer medians .
Say-on-Pay & Shareholder Feedback
- 2024 say-on-pay approval: ~94.6% FOR .
- 2023 say-on-pay approval: ~81.5% FOR; resulted in legacy gross-up removal and continued emphasis on performance-based pay .
Risk Indicators & Red Flags
- Anti-hedging/pledging enforced; no option repricing without shareholder approval; minimal perquisites; no tax gross-ups; robust clawback policies .
- Related-party transactions monitored; Compensation Committee interlocks disclosed (Excelitas customer of Alluxa; immaterial) .
- Restatement review conducted under Dodd-Frank clawback (Jan 2025); no recoveries required .
Expertise & Qualifications
- Education: EMBA (Georgia Tech Scheller), Cybersecurity certification (Georgia Tech), Stanford GSB program; BA in MIS (University of Georgia) .
- Technical domains: Cybersecurity, digital transformation, M&A integration, compliance, manufacturing IT .
- Functional leadership: CIO since 2017; built PMO and led major enterprise IT programs .
Employment Terms
| Term | Detail |
|---|---|
| Severance (12 months for NEOs) | Salary continuation; benefits; pro rata incentives (PSAs/Annual Plan); retirement-based vesting rules on RSUs/options . |
| Change-in-Control | Double-trigger; 2-year continuation; equity acceleration rules by award type; no tax gross-ups . |
Investment Implications
- Strong pay-for-performance alignment: Annual plan metrics (EBITDA/ROIC) and multi-year rTSR PSAs tie payouts to operational efficiency and shareholder returns; 2025 tilt to EBITDA raises sensitivity to margin expansion .
- Retention profile: Significant unvested RSUs, options, and multi-year PSAs create stickiness; double-trigger CoC mitigates automatic acceleration risk; severance provides continuity without excess .
- Selling pressure risk: Anti-hedging/pledging and stock ownership guidelines reduce misalignment; compliance checks annually; no employment agreements limit guaranteed pay .
- Trading signals: PSA payouts at 150% (2024) and 200% (2023) reflect outperformance vs peers; watch future metric weighting shift impact on bonus variability and equity realizations amid cyclical semiconductor demand in AST segment .