Andrew Hardy
NXP SemiconductorsAbout Andrew Hardy
Andrew Hardy (born 1977) is Executive Vice President and Chief Sales Officer at NXP Semiconductors, appointed in February 2025. He previously served as NXP’s Americas Regional Vice President of Sales (2016–2025), joined NXP in 2014 after multiple sales leadership roles at Texas Instruments, and holds a BSEE from North Carolina State University and an MBA from UNC–Chapel Hill . Company performance context: NXP delivered 2024 revenue of $12.61B, non‑GAAP gross margin of 58.1%, and non‑GAAP free cash flow of $2.09B, while Q3 2025 revenue was $3.17B with GAAP gross margin of 56.3% and non‑GAAP operating margin of 33.8% .
Past Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| NXP Semiconductors | Executive Vice President, Chief Sales Officer | 2025–present | Leads global top-line growth, customer enablement, and satisfaction |
| NXP Semiconductors | Americas Regional VP of Sales | 2016–2025 | Drove regional sales execution and customer relationships across key end markets |
| NXP Semiconductors | Sales/BD roles | 2014–2016 | Supported growth initiatives after joining NXP in 2014 |
| Texas Instruments | Multiple sales leadership roles | — | Built commercial leadership foundation in semis; contributed to go-to-market execution |
External Roles
Not disclosed for Andrew Hardy in company filings.
Fixed Compensation
Not individually disclosed for Andrew Hardy. NXP’s executive program emphasizes competitive base pay reviewed annually against peer benchmarks and role requirements; 2024 CEO/NEO salary increases reflected market alignment (e.g., CEO annualized base $1.31M, +8%) .
Performance Compensation
NXP’s Annual Incentive Plan (AIP) for executives and management weights four financial components (1H/2H revenue and non‑GAAP gross margin) and an annual sustainability scorecard; payout capped at 200%, with a 32% non‑GAAP operating margin threshold gating sustainability payout .
| AIP Component (2024) | Weight | Target | 2024 Actual | Realization |
|---|---|---|---|---|
| 1H Revenue ($M) | 20% | $6,700 | $6,253 | 33.0% |
| 1H Non‑GAAP Gross Margin (%) | 20% | 58.2% | 58.4% | 116.4% |
| 2H Revenue ($M) | 20% | $7,100 | $6,361 | — (below threshold) |
| 2H Non‑GAAP Gross Margin (%) | 20% | 58.4% | 57.9% | 57.4% |
| Annual Sustainability Scorecard | 20% | 12 pts | 12 pts (OM threshold met at 34.2%) | 100% |
| AIP Payout Factor (Company) | — | — | — | 61.4% |
Long‑Term Incentive (LTI) Design:
- PSUs: 70% of LTI, 3‑year cliff vest, vesting by relative TSR vs peer group; 0–200% payout, capped at 100% if absolute TSR is negative .
- RSUs: 30% of LTI, vest in equal thirds over 3 years .
Historical PSU realizations:
| Grant Start | Vest Year | Realization (% of Target) |
|---|---|---|
| 2021 | 2024 | 76.32% |
| 2020 | 2023 | 173.68% |
| 2019 | 2022 | 84.21% |
| 2018 | 2021 | 135.29% |
Equity Ownership & Alignment
- Executive Ownership Guidelines: Section 16 officers (including NEOs) must hold shares equal to 3x base salary; compliance window 5 years. Shares counted include directly owned and unvested time‑based RSUs; executives must retain 100% of net shares from LTI grants until compliant .
- Hedging/Pledging: Prohibited for all employees and directors, including derivatives and margin accounts .
- Clawback: Dodd‑Frank‑compliant policy adopted in 2023; performance‑based pay and equity subject to recovery for restatements or incorrect performance information under Dutch law and Nasdaq standards .
Employment Terms
- Change‑of‑Control Policy (Executives): Double‑trigger; if terminated without cause or resign for good reason within 12 months post‑CoC, minimum benefits include 24 months base pay and 2x target bonus, accelerated vesting per plan terms, and (for U.S. executives) 12 months benefits continuation; no excise tax gross‑ups .
- Non‑Compete/Non‑Solicit: Equity award agreements include 12‑month non‑compete and non‑solicitation post‑termination; unvested equity generally lapses upon termination absent qualifying conditions .
Say‑on‑Pay & Compensation Peer Group
- 2024 Say‑on‑Pay: ~96% approval at the May 29, 2024 AGM, indicating strong shareholder support for program design and ESG integration in incentives .
- Peer Group (used for benchmarking and PSU RTSR): AMD, Analog Devices, Applied Materials, ASML, Corning, Infineon, Lam Research, Marvell, Microchip, Micron, ON Semiconductor, Qualcomm, Qorvo, Seagate, Skyworks, STMicroelectronics, TE Connectivity, Texas Instruments, Western Digital .
Investment Implications
- Alignment: Heavy at‑risk mix (PSUs 70% of LTI) tied to 3‑year RTSR should align Hardy’s incentives with relative performance and shareholder returns; sustainability/people metrics embedded in AIP support cultural and operational priorities .
- Retention Risk: Standard non‑compete and double‑trigger CoC protections plus RSU/PSU vesting schedules promote retention; absence of hedging/pledging reduces misalignment risk .
- Trading Signals: While Form 4 activity for Hardy is not available here, PSU/RSU calendars and standard vesting cycles may create periodic supply; monitor 10b5‑1 plans and award vest dates disclosed for executives in future filings to assess potential selling pressure .
- Performance Context: AIP’s emphasis on revenue and gross margin, combined with recent cyclic recovery indicators in Q3 2025, suggest sales execution is a core lever under Hardy’s remit; TSR‑based PSU outcomes will depend on sustained outperformance vs the peer set .