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Pedro Riveros

Senior Vice President, Global Rubber Carbon Black and Americas Region at OrionOrion
Executive

About Pedro Riveros

Pedro Riveros, 54, is Senior Vice President, Global Rubber Carbon Black and Americas Region at Orion S.A. (OEC), serving in this role since June 2019; he joined Orion in 2019 after 25 years at Air Products in strategy, technology, supply chain and South America leadership roles. He holds a B.S. in Mechanical Engineering from Rensselaer Polytechnic Institute . Company performance during his tenure includes 2024 net income of $44.2 million, adjusted EBITDA of $302 million, and net revenue of $1,878 million; Orion has delivered $300+ million of adjusted EBITDA for three consecutive years . For the 2022 PSU cycle measured through 2024, Orion’s rTSR was -8.08% vs the index average of -1.43% (75.46% payout on the rTSR component); ROCE averaged 15.03% (66% payout), with Sustainability at the 99th percentile (200%) and Employee Engagement at 55% (172.57%), yielding 101.55% of target PSUs earned for NEOs including Riveros .

Past Roles

OrganizationRoleYearsStrategic Impact
Air ProductsVarious leadership roles incl. VP & GM South America; Managing Director São Paulo; roles in strategy, technology, supply chain1994–2019Led regional operations and functional leadership across strategy/technology/supply chain in Latin America

Fixed Compensation

Metric202220232024
Base Salary ($)377,817 408,042 432,525
Target STI (% of Base)60% 60% 60%
Actual STI Paid ($)175,685 85,689 211,245 (48.84% of base)
Cash Recognition Bonus ($)50,000 75,000
Stock Awards Grant-Date FV ($)148,214 515,230 310,603

2025 adjustments: Base salary increased 4.0% to $449,826; STI target 60%; LTI target 100% of base .

Performance Compensation

Annual STI design and 2024 payout

ComponentWeightingTarget/Range2024 Actual (Riveros)
Adjusted EBITDA65% Linear payout 50%–200% of target based on threshold/target/max
Safety5% Threshold/target/max; linear interpolation
Sustainability5% Threshold/target/max; linear interpolation
Key Strategic Projects25% Committee-set strategic priorities
Total STI Payout ($)Target 60% of base; range 0%–200% of target 211,245 (48.84% of base)

Notes: The Compensation Committee applies discretion when appropriate; 2024 STI targets and ranges were unchanged vs prior year .

LTI plan structure and Riveros grants

ElementWeightingMetricsVesting2024 Grant Size
PSUs70% 50% rTSR vs avg of S&P Small-Cap 600 and S&P 600 Chemicals; 25% ROCE; 12.5% Sustainability (EcoVadis); 12.5% Employee Engagement (Korn Ferry) Cliff vest at 3 years (12/31/2026); earned 0%–200% of target; rTSR capped at 100% if absolute TSR ≤ -10% 13,241 target units
RSUs30% Time-basedOne-third annually; scheduled settlement Jan 1, 2025/2026/2027 5,675 units

PSU actuals for 2022 cycle (vested 12/31/2024):

MetricWeightTargetActualPayout
rTSR vs indices50% At index average = 100% Orion rTSR -8.08% vs index -1.43% 75.46%
ROCE25% Annual targets 15.9% (2022), 18.4% (2023), 16.0% (2024) Average 15.03% 66.00%
Sustainability (EcoVadis)12.5% 90th percentile target 99th percentile 200%
Employee Engagement12.5% 45% “most effective” target 55% 172.57%
Total PSU payout100% of targetWeighted sum101.55% of target units

Vesting realized (2024):

2024 Vested SharesCountValue Realized ($)
RSUs + PSUs (total)13,973 shares (6,757 RSUs; 7,216 PSUs) 220,634

Equity Ownership & Alignment

ItemDetail
Beneficial ownership39,105 common shares; <1% of shares outstanding
Ownership guidelinesNEOs other than CEO/CFO must hold ≥2x base salary in stock; compliance expected within 5 years of appointment
Compliance statusCompany states “all NEOs but three” in compliance as of Dec 31, 2024 and proxy date (individuals not named)
Pledging/hedgingPledging and hedging of Company stock prohibited for directors and executive officers; insider trading policy enforced
Upcoming RSU settlementsOne-third of 2024 RSUs scheduled to settle on Jan 1, 2025/2026/2027

Employment Terms

  • Status and start: At-will employee; SVP Global Rubber Carbon Black and Americas Region since June 2019 .
  • Base pay/targets (Dec 31, 2024): Base $432,525; STI target 60% of base; LTI target 100% of base .
  • Sign-on/retention: One-time hire grant of 17,284 RSUs (grant value $155,037) in 2019; fully vested over three years .
  • Restrictive covenants: Non-compete and non-solicit agreement limits competition and solicitation during employment and for one year thereafter .
  • Severance and change-in-control:
    • No cash severance benefits disclosed for Riveros; potential pro rata acceleration of PSUs upon involuntary termination without cause or resignation for good reason (and for death/disability). Estimated PSU acceleration value at $410,240 (based on $15.79 share price at 12/31/2024) .
    • Company compensation practices: No single-trigger equity vesting on change-in-control; clawback policy applies to incentive-based compensation upon material financial misstatements, restrictive covenant violations, or misconduct triggering for-cause termination . Clawback policy referenced in governance documents .

Investment Implications

  • Pay-for-performance alignment is strong: STI emphasizes Adjusted EBITDA (65%) plus Safety/Sustainability (10%) and strategic projects (25%) ; LTI is 70% PSUs tied to rTSR/ROCE/Sustainability/Employee Engagement and 30% RSUs time-based . This mix aligns Riveros’s incentives with profitability, capital efficiency, shareholder returns, and ESG/human capital outcomes.
  • Insider supply timing: 2024 RSU grant schedules settlements on Jan 1, 2025/2026/2027; 2022 PSU cycle paid out 101.55% of target at 12/31/2024. These vesting events can create incremental share deliveries around those dates, a potential near-term supply consideration for traders .
  • Retention and exit economics: As an at-will SVP, Riveros lacks guaranteed cash severance; equity is the primary retention lever with pro rata PSU acceleration only upon certain terminations (no single-trigger CIC), which moderates forced-selling incentives and reduces parachute risk versus CEO/CFO constructs .
  • Ownership and pledging risk: Beneficial ownership of 39,105 shares supports alignment; company prohibits pledging/hedging—reducing financing-related selling risk and alignment violations .

Overall, Riveros’s package is heavily at-risk and levered to operational execution and capital returns, with ESG-linked metrics embedded. Monitoring rTSR relative to small-cap chemical indices, ROCE trajectory, and STI EBITDA outcomes will be key in assessing forward payout probability and potential equity delivery cadence .