Andre Schulten
About Andre Schulten
Andre Schulten is Chief Financial Officer (CFO) of Procter & Gamble, serving as the Company’s Principal Financial Officer since 2021 and signing 10‑K certifications and internal control reports in FY 2021–2025 . As of August 2023, he was 52 and previously held senior finance and operating roles across P&G’s Baby, Feminine & Family Care and Baby Care North America businesses . During his CFO tenure, P&G’s pay-for-performance programs have delivered long-term alignment: the FY 2022–2025 Performance Stock Program (PSP) paid at 148% on balanced metrics with top-quartile relative TSR , while FY 2024–2025 results were below target (Organic Sales Growth 1.8% vs 4%; Core EPS Growth 3.6% vs 6%) amid macro headwinds .
Past Roles
| Organization | Role | Years | Strategic impact |
|---|---|---|---|
| Procter & Gamble | Chief Financial Officer (Principal Financial Officer) | 2021–present | Signs SEC certifications; co-signs internal control management reports |
| Procter & Gamble | SVP – Baby Care, North America | 2018–2021 | Business leadership across a core category |
| Procter & Gamble | SVP – Finance & Accounting, Global Baby, Feminine & Family Care | 2014–2018 | Finance leadership across multiple global categories |
External Roles
- Not disclosed in the Company’s filings reviewed (no external directorships or board roles identified for Schulten) .
Fixed Compensation
| Metric | FY 2022–23 | FY 2023–24 | FY 2024–25 |
|---|---|---|---|
| Base Salary ($) | 895,000 | 980,000 | 1,037,500 |
| STAR Target (% of Salary) | 115% | 115% | 115% |
| STAR Award ($) | 1,557,905 | 1,468,550 | 690,690 |
Notes:
- STAR award formula for FY 2024–25 reflected a Business Unit factor of 68% (70% weight) and a Total Company factor of 32%, with ESG Factor applied at 100% (no change) .
Performance Compensation
STAR – FY 2024–25 Detail
| Metric | Weighting | Target | Actual | Payout Factor |
|---|---|---|---|---|
| Business Unit Performance Factor (aggregated) | 70% | Company-set per BU | 68% | 68% |
| Organic Sales Growth (Total Company) | 15% (of TCF) | 4% | 1.8% | 16% (half of TCF) |
| Core EPS Growth (Total Company) | 15% (of TCF) | 6% | 3.6% | 16% (half of TCF) |
| Total Company Factor (sum of above) | 30% | — | — | 32% |
| ESG Factor (modifier on TCF) | — | 80–120% | 100% | 100% |
| STAR Award Mechanics | — | Target $1,207,500 | Paid $690,690 | 57% of target |
Vesting: Schulten elected 100% cash for FY 2024–25; STAR awards are paid in cash unless elected as options/deferred comp .
PSP – FY 2022–2025 Realized Payout (Company)
| Performance Category | Weight | Target | Actual | Category Result |
|---|---|---|---|---|
| Relative Organic Sales Growth | 30% | 50th percentile | 50th percentile | 100% |
| Constant Currency Core Before‑Tax Operating Profit Growth | 20% | 7.0% | 10.3% | 166% |
| Core EPS Growth | 30% | 5.3% | 5.5% | 104% |
| Adjusted Free Cash Flow Productivity | 20% | 90% | 95% | 120% |
| Weighted Average Performance Factor | — | — | — | 118% |
| Relative TSR Modifier | — | — | Top quartile | 125% |
| Final PSP Payout | — | — | — | 148% |
Andre Schulten PSP delivery for the 2022–2025 cycle: Final PSUs 27,734; market value $4,418,581 (at $159.32) .
FY 2024–25 Long‑Term Incentive Grants (Individual)
| Grant Type | Shares/Units (#) | Grant Date Fair Value ($) |
|---|---|---|
| LTIP Stock Options | 85,762 | 3,120,022 |
| PSP PSUs (initial) | 18,031 | 3,210,960 |
| PST Restoration RSUs | 1,002 | 167,393 |
Vesting schedules:
- Stock options: three-year cliff vest; 10-year expiration (e.g., 10/01/2024 grant vests 10/01/2027; expires 09/29/2034) .
- RSUs: three-year cliff vest (e.g., 10/01/2024 RSUs vest 10/01/2027) .
- PSUs: three-year performance period; payout August following period end (e.g., grants on 10/01/2024 earn through 06/30/2027) .
Equity Ownership & Alignment
| Component | Amount |
|---|---|
| Direct & PST shares | 14,168 |
| Right to acquire (options/near-term deliveries) | 154,686 |
| RSUs (not yet delivered) | 31,674 |
| Total beneficial ownership | 168,853 (less than 0.036% of class) |
| Ownership guideline | 4× salary for NEOs; CEO 8× |
| Compliance status | All NEOs exceeded guidelines as of June 30, 2025 |
| Hedging/pledging | Prohibited for Directors and senior executives (no hedging, short sales, collars, pledging) |
Outstanding equity at FY 2024–25 year-end highlights (Andre Schulten):
- Unexercisable LTIP options include 37,892 (10/03/2022), 41,107 (10/02/2023), 85,762 (10/01/2024); RSUs of 9,370 (10/03/2022) and 10,110 (10/02/2023) .
- PSP unearned shares outstanding: 20,219 (10/02/2023) and 18,370 (10/01/2024) .
Employment Terms
- No executive employment contracts with special severance (“golden parachutes”); no special executive severance programs; double trigger for equity on change-in-control; robust clawback/recoupment policies (Dodd‑Frank Section 10D and Company senior executive policy) .
- Plan conditions include non‑compete/non‑solicit and conduct provisions embedded in award agreements (subject to applicable law) .
- Tax gross-ups generally not provided for executive/severance benefits; limited to expatriate/relocation policy needs .
Estimated post‑employment treatment (Andre Schulten; event assumed June 30, 2025):
| Scenario | Salary ($) | STAR ($) | LTIP ($) | PSP ($) | EGLIP ($) | Total ($) |
|---|---|---|---|---|---|---|
| Voluntary or for cause | 0 | 0 | 0 | 0 | 0 | 0 |
| Company‑encouraged separation (written) | 1,050,000 | 0 | 4,851,770 | 5,416,481 | 0 | 11,318,251 |
| Retirement/Disability | 0 | 0 | 4,851,770 | 5,416,481 | 0 | 10,268,251 |
| Change in Control | 0 | 0 | 4,851,770 | 6,148,158 | 0 | 10,999,928 |
| Death | 0 | 965,980 | 4,851,770 | 6,148,158 | 2,257,500 | 14,223,408 |
Performance & Track Record (Company metrics during CFO tenure)
| Metric | FY 2021–22 | FY 2022–23 | FY 2023–24 | FY 2024–25 |
|---|---|---|---|---|
| P&G TSR ($ value of $100) | 126.14 | 136.63 | 152.28 | 150.71 |
| S&P 500 Consumer Staples TSR ($ value of $100) | 131.49 | 140.17 | 151.60 | 170.04 |
| Net Income ($B) | 14.8 | 14.7 | 15.0 | 16.1 |
| Organic Sales Growth (%) | 6.7% | 6.9% | 3.9% | 1.8% |
Additional governance and compensation context:
- Say‑on‑pay approval 90.65% at 2024 Annual Meeting; program emphasizes pay-for-performance and multi‑metric balance .
- Compensation peer group and PSP peer set defined; targets aligned to size‑adjusted median practices .
Investment Implications
- Pay-for-performance discipline: Schulten’s cash bonus fell to 57% of target amid below-target organic sales and core EPS, signaling payout sensitivity to tougher macro; long-term PSP still paid robustly (148%) based on multi-year balanced metrics and top‑quartile TSR .
- Alignment and retention: High equity mix (PSP/LTIP) with three-year cliffs, ownership guidelines (4× salary) exceeded, and prohibitions on hedging/pledging reduce misalignment and selling risk; vesting schedules set clear timelines (e.g., LTIP options vest in 2025/2026/2027) helpful for modeling potential supply .
- Change‑in‑control economics are moderate and double‑trigger, with no golden parachute constructs; clawbacks in place mitigate governance risk .
- Track record: Company net income and sustained dividend/cash returns, coupled with transparent compensation governance and strong say‑on‑pay support, point to continued alignment; near‑term STAR outcomes reinforce prudence when growth slows .