Pedro Riveros
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 $300+ million of adjusted EBITDA for three consecutive years . For the 2022 PSU cycle measured through 2024, Orion’s rTSR was -8.08% vs the index average of -1.43% (75.46% payout on the rTSR component); ROCE averaged 15.03% (66% payout), with Sustainability at the 99th percentile (200%) and Employee Engagement at 55% (172.57%), yielding 101.55% of target PSUs earned for NEOs including Riveros .
Past Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| Air Products | Various leadership roles incl. VP & GM South America; Managing Director São Paulo; roles in strategy, technology, supply chain | 1994–2019 | Led regional operations and functional leadership across strategy/technology/supply chain in Latin America |
Fixed Compensation
| Metric | 2022 | 2023 | 2024 |
|---|---|---|---|
| Base Salary ($) | 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 $449,826; STI target 60%; LTI target 100% of base .
Performance Compensation
Annual STI design and 2024 payout
| Component | Weighting | Target/Range | 2024 Actual (Riveros) |
|---|---|---|---|
| Adjusted EBITDA | 65% | Linear payout 50%–200% of target based on threshold/target/max | |
| Safety | 5% | Threshold/target/max; linear interpolation | |
| Sustainability | 5% | Threshold/target/max; linear interpolation | |
| Key Strategic Projects | 25% | Committee-set strategic priorities | |
| Total STI Payout ($) | 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
| Element | Weighting | Metrics | Vesting | 2024 Grant Size |
|---|---|---|---|---|
| PSUs | 70% | 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 |
| RSUs | 30% | Time-based | One-third annually; scheduled settlement Jan 1, 2025/2026/2027 | 5,675 units |
PSU actuals for 2022 cycle (vested 12/31/2024):
| Metric | Weight | Target | Actual | Payout |
|---|---|---|---|---|
| rTSR vs indices | 50% | At index average = 100% | Orion rTSR -8.08% vs index -1.43% | 75.46% |
| ROCE | 25% | 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 Engagement | 12.5% | 45% “most effective” target | 55% | 172.57% |
| Total PSU payout | 100% of target | Weighted sum | 101.55% of target units |
Vesting realized (2024):
| 2024 Vested Shares | Count | Value Realized ($) |
|---|---|---|
| RSUs + PSUs (total) | 13,973 shares (6,757 RSUs; 7,216 PSUs) | 220,634 |
Equity Ownership & Alignment
| Item | Detail |
|---|---|
| Beneficial ownership | 39,105 common shares; <1% of shares outstanding |
| Ownership guidelines | NEOs other than CEO/CFO must hold ≥2x base salary in stock; compliance expected within 5 years of appointment |
| Compliance status | Company states “all NEOs but three” in compliance as of Dec 31, 2024 and proxy date (individuals not named) |
| Pledging/hedging | Pledging and hedging of Company stock prohibited for directors and executive officers; insider trading policy enforced |
| Upcoming RSU settlements | One-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 .