Jennifer Stone
OMIAbout Jennifer Stone
Jennifer Stone is Executive Vice President and Chief Human Resources Officer (CHRO) of Owens & Minor, appointed May 24, 2024, effective June 3, 2024; she was 53 at appointment, with prior senior HR roles at Medtronic and over 20 years at Target Corporation . Company performance in 2024 (context for incentive design) included revenue $10.7B, adjusted operating income (AOI) $313M, and adjusted EBITDA $523M; the annual incentive plan (AIP) funded at approximately 100% of target based on corporate metrics and Operating Model Realignment (OMR) contributions . The executive pay program emphasizes pay-for-performance with at least half of annual equity in PSUs with multi‑year goals and a relative TSR modifier; executives added in 2024 included the CHRO .
Past Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| Medtronic | Vice President of Human Resources, Medical Surgical Portfolio, Surgical Operating Unit | Not disclosed | Senior HR leadership in a major medical device operating unit |
| Target Corporation | Head of Talent Management; various roles of increasing responsibility | 20+ years | Enterprise talent management leadership in a large-scale retail environment |
External Roles
No external public-company directorships or committee roles were disclosed for Jennifer Stone in the filings reviewed .
Fixed Compensation
Specific CHRO base salary, target bonus, and actual bonus paid were not disclosed in the 2025 proxy because Jennifer Stone was not a named executive officer (NEO) in 2024; the SCT lists NEOs only (CEO, CFO, business segment CEOs, General Counsel) .
Performance Compensation
Corporate Annual Incentive Plan (AIP) Metrics and Outcomes (FY2024)
| Metric | Weighting | Target | Actual | Corporate Achievement |
|---|---|---|---|---|
| Revenue ($USD millions) | 20% | 10,844 | 10,700 | 87% |
| Adjusted Operating Income (AOI) ($USD millions) | 60% | 315 | 314 | 96% |
| OMR Program AOI Benefit ($USD millions) | 20% | 75 | 80 | 125% |
| AIP Funding | — | — | — | 100% overall (before individual MBO modifiers) |
Notes:
- AIP included individual MBO modifiers of +/-35% by executive; individual CHRO payout terms were not disclosed .
- Metrics are set on a constant-currency basis; achievement levels above/below threshold interpolate linearly; plan capped at 200% .
Long‑Term Incentive (LTI) Design for Executives
| Component | Structure | Performance Metric(s) | Performance Horizon | Earnout Range | Vesting |
|---|---|---|---|---|---|
| PSUs (≥50% of LTI) | Performance shares | 3‑year cumulative adjusted EPS; relative TSR modifier vs Russell 3000 Medical Equipment & Services | 3 years | 0%–200% of target | Vests after performance cycle; prior 2022 grant earned 0% (forfeited) on $5.61 cumulative adjusted EPS vs $11.28 target |
| RSUs (≤50% of LTI) | Time‑based equity | Continued employment | 3 years | N/A | Ratable annual vesting over three years |
2025 change: Performance-based equity will use EBITDA and relative TSR to better align with strategy and value creation .
Equity Ownership & Alignment
- Stock ownership guidelines for executive officers: CEO 6.0x base salary; Executive Vice Presidents (including CHRO role) 2.0x; Senior Vice Presidents 1.5x; officers have ~5 years to reach targets; eligible holdings include direct/indirect shares and restricted stock (options excluded) .
- Hedging/pledging: Company policy prohibits hedging and pledging of Owens & Minor stock by officers and directors .
- Clawback: Recoupment policy covers incentive compensation and all time‑vesting equity awards for current/former executive officers under circumstances involving financial statement restatements .
- Options: No outstanding options at 12/31/2024; equity program emphasizes RSUs/PSUs .
Specific CHRO beneficial ownership (direct/indirect shares, vested/unvested) and compliance status versus guidelines were not disclosed in the 2025 proxy; the management ownership table does not list Jennifer Stone .
Employment Terms
| Term | Details |
|---|---|
| Appointment date | Effective June 3, 2024 (EVP & CHRO), announced May 24, 2024 |
| Employment agreements | Company states it does not have employment agreements with executive officers |
| Officer Severance Policy (non‑CIC) | For qualifying terminations in 2024: 1.5x of (base salary + lower of average actual bonus or target bonus over prior 3 years), 18‑month severance period; COBRA employer portion lump sum, outplacement up to 6 months, tax prep/financial counseling |
| Officer Severance Policy update (Feb 27, 2025) | Increased to 2.0x multiple and 24‑month severance period; restrictive covenants include non‑compete/non‑solicit for duration of severance period |
| Change‑in‑Control (CIC) agreements | Double‑trigger; the current CIC agreements provide 3.0x (as of Feb 27, 2025) of (base salary + target bonus) lump sum, pro‑rated AIP, and COBRA employer portion for 3 years; non‑compete/non‑solicit for 12 months post‑termination; CIC definition includes 30% voting power acquisition, board majority change, certain mergers/asset sales, or liquidation |
| Tax gross‑ups | No excise tax gross‑ups provided; repricing of equity awards prohibited without shareholder approval |
| Deferred compensation | EDCP available to executives; company matches 1% on EDCP deferrals; plan amended Oct 30, 2024 to allow employer‑determined matching and non‑elective contributions with one‑year vest; CHRO participation not disclosed |
Investment Implications
- Alignment: Strong governance signals—ownership guidelines (EVP 2x salary), clawback coverage for incentives and time‑based equity, and hedging/pledging prohibitions—support long‑term alignment and mitigate misaligned risk‑taking .
- Incentive structure: Corporate AIP focused on AOI, revenue, and OMR benefits (100% funding for 2024), with multi‑year PSUs (0–200% earnout) and relative TSR modifier; shift to EBITDA+TSR in 2025 should improve linkage to cash generation and market-relative outcomes .
- Retention economics: Enhanced severance (2.0x, 24 months) and CIC (3.0x, double‑trigger) raise retention value but increase potential payout obligations; non‑compete/non‑solicit terms (12 months under CIC; severance‑period duration under officer policy) reduce transition risk during leadership changes .
- Selling pressure: Absence of outstanding options and RSU/PSU-centric equity reduces near‑term option‑exercise selling pressure; individual CHRO grant sizes/vesting not disclosed, limiting precision on supply overhang from future vesting .
- Shareholder sentiment: Say‑on‑pay support remained high (2022–2024 approvals 96%–98%), indicating investor acceptance of pay practices and performance linkage .