Jonathan Puckett
OrionAbout Jonathan Puckett
Jonathan “Jon” Puckett, 56, was appointed Chief Financial Officer of Orion S.A. effective December 1, 2025, after 14 years at Celanese in progressively senior finance and operations roles, including segment CFO for the Acetyl Chain and leadership of Corporate FP&A and Shared Services; earlier career stints were at Affiliated Computer Services, PwC, and KPMG . Orion’s recent performance context for executive incentives: 2024 Net Income $44 million and Adjusted EBITDA $302.2 million alongside Company TSR value of $56.94 on a $100 initial investment (2023: $104 million Net Income, $332.3 million Adjusted EBITDA, TSR $137.14) . His compensation structure emphasizes at‑risk pay with a 65% STI target and 150% LTI target, predominantly PSUs (70%) tied to rTSR and ROCE plus ESG/engagement metrics, aligning with Orion’s pay‑for‑performance framework .
Past Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| Celanese | Vice President, Global Supply Chain, Engineered Materials | Aug 2025–Nov 2025 | Led global supply chain in the EM segment, operational execution and cost discipline . |
| Celanese | Vice President Finance; CFO, Acetyl Chain; Global Leader of Shared Services | Nov 2023–Aug 2025 | Segment P&L stewardship, capital discipline; scaled shared services efficiency . |
| Celanese | Vice President Finance; Global Leader FP&A and Shared Services | Nov 2020–Nov 2023 | Corporate planning rigor, analytics, and shared services optimization . |
External Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| Affiliated Computer Services, Inc. | Senior financial roles | — | Finance leadership in services/IT context . |
| PwC LLP | Senior financial roles | — | Audit/advisory grounding, controls orientation . |
| KPMG LLP | Senior financial roles | — | Audit/advisory grounding, controls orientation . |
Fixed Compensation
| Component | Value | Notes |
|---|---|---|
| Base Salary | $500,000 | $19,230.77 bi‑weekly . |
| Target Bonus % | 65% of base salary | Eligible beginning January 1, 2026 . |
| LTI Target | 150% of base salary | 70% PSUs (3‑yr cliff), 30% RSUs (ratable over 3 years) . |
| Sign‑on Cash Bonus | $140,000 | $70k within 30 days of hire; $70k by end of March 2026; subject to repayment if voluntary resignation within 24 months . |
| Sign‑on RSU Grant | $250,000 grant‑date value | Units based on closing share price at hire; vests ratably over 3 years from hire anniversary . |
| Relocation/Transition Support | $30,000 gross‑up | Paid within 30 days of hire; net‑of‑tax . |
| 401(k) Match | 2% at 100% match + next 4% at 75% | Available immediately upon hire . |
| Severance (Cash) | One year base salary + one year target bonus | Triggered on termination without Cause or resignation for Good Reason; release required . |
Performance Compensation
Short‑Term Incentive (STI) – Program Design
| Metric | Weighting | Notes |
|---|---|---|
| Adjusted EBITDA | 65% | Financial performance vs annual plan . |
| Safety | 5% | OSHA recordables target framework . |
| Sustainability | 5% | Independent ESG assessments (e.g., EcoVadis) . |
| Key Strategic Projects | 25% | Execution of designated initiatives supporting long‑term value . |
STI Target Framework (2023 example for NEO program)
| Measure | Weight | Threshold (50%) | Target (100%) | Maximum (200%) |
|---|---|---|---|---|
| Adjusted EBITDA | 65% | $333.0MM | $370MM | $407MM |
| Safety (OSHA Recordables) | 5% | 3 | 2 | 1 |
| Sustainability (EcoVadis Score) | 5% | 63 | 65 | 67 |
Long‑Term Incentive (LTI) – PSU Performance Mix
| Metric | Weighting | Vesting |
|---|---|---|
| Relative TSR (rTSR) | 50% | 3‑year cliff; 0–200% payout . |
| ROCE | 25% | Measured annually, prorated over 3 years . |
| Sustainability | 12.5% | Based on latest independent assessments . |
| Employee Engagement | 12.5% | Based on latest independent assessments . |
RSU Vesting Conventions
| Grant Type | Vesting Schedule | Notes |
|---|---|---|
| Annual LTI RSUs | 1/3 each year over 3 years | Time‑based retention; settled in shares per program . |
| Puckett Sign‑on RSUs | Ratable over 3 years from hire anniversary | Grant within 30 days of hire; units based on hire‑date price . |
Equity Ownership & Alignment
- Stock ownership guidelines: CFO must hold 3x base salary; CEO 5x; other EVPs 2x .
- Clawback: Incentive pay in cash or equity tied to “financial reporting measures” subject to recovery for material misstatements, restrictive covenant violations, or misconduct triggering for‑cause termination; certain award agreements include additional clawback beyond SEC/NYSE rules .
- Pledging/hedging: The company’s policy prohibits pledging of Company stock by directors, officers, and employees while not permitted to trade or in possession of MNPI; no option repricing and no resetting of TSR targets .
Employment Terms
| Term | Details |
|---|---|
| Appointment effective date | Dec 1, 2025 . |
| Employment type | At‑will; Company may change policies/benefits; letter governs; conditions include confidentiality/NDA, credential verification, background check, pre‑employment physical incl. illicit substances screen . |
| Severance (no‑CIC) | Cash equal to then annual base salary + target bonus upon termination without Cause or resignation for Good Reason; subject to release; Good Reason includes material diminishment of duties, compensation reduction, or breach of agreement with cure periods . |
| Change‑in‑control (CIC) | No explicit CIC multiple specified in Offer Letter . |
| Benefits | Standard health/welfare programs; 401(k) plan per company match schedule . |
| Equity programs | Eligible for STI and LTI beginning Jan 1, 2026 (70% PSUs / 30% RSUs) . |
Performance & Track Record (Company Context)
| Year | Company TSR (Value of $100 Initial Investment) | Net Income ($MM) | Adjusted EBITDA ($MM) |
|---|---|---|---|
| 2020 | 132.45 | 18.0 | 200.0 |
| 2021 | 151.95 | 135 | 268.4 |
| 2022 | 124.63 | 106 | 312.3 |
| 2023 | 137.14 | 104 | 332.3 |
| 2024 | 56.94 | 44 | 302.2 |
Investment Implications
- Strong pay‑for‑performance linkage: Puckett’s 65% STI and 150% LTI targets, with 70% PSUs tied to rTSR/ROCE plus ESG/engagement, align incentives to profitability, capital efficiency, and shareholder returns; Orion’s 2024 STI included strategic project execution, emphasizing operational value creation .
- Vesting cadence and potential selling pressure: Sign‑on RSUs vest ratably over three years from the hire anniversary, creating predictable vesting windows; PSUs vest on a 3‑year cliff schedule, which typically reduces interim selling incentives but may concentrate events at maturity—monitor Form 4 activity around initial grant (Dec 2025) and annual anniversaries/hard vest dates .
- Retention economics: Severance equal to one year base + one year target bonus provides downside protection without an explicit CIC multiple in the offer letter, suggesting governance discipline on parachute risk relative to CEO/CFO practices historically disclosed for incumbents; ownership guidelines at 3x salary further reinforce alignment .
- Governance risk mitigants: Formal clawback policy, restrictions on pledging, and no option repricing reduce headline governance red flags; peer‑benchmarked pay overseen by an independent consultant (Korn Ferry) supports market‑aligned compensation .