Vincent Morales
Senior Vice President and Chief Financial Officer at PPG
Executive
About Vincent Morales
Senior Vice President and Chief Financial Officer of PPG since March 2017; member and secretary of PPG’s operating committee and on the executive committee. Background includes 40 years at PPG across controllership, shared services, plant finance, internal reporting, investor relations, treasury and finance; B.S. in Accounting (Robert Morris University) and MBA (Ohio State). Age 59. In 2024, PPG delivered net sales of $15.8B, adjusted EPS of $7.87 (+6% YoY), and 18.1% adjusted EBITDA margin; three‑year TSR ranked in the 19th percentile vs the S&P 500, resulting in 0% payout on TSR awards, while PBRSUs for the 2022–2024 cycle paid at 120%. Morales led finance for portfolio sales (silicas and U.S./Canada architectural coatings), generated ~$1.4B operating cash flow, and delivered ~$45M restructuring cost savings.
Past Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| PPG | Corporate Controller’s Office (Entry) | 1985– | Foundation in controllership and corporate finance |
| PPG (Chillicothe, OH) | Supervisor, Shared Accounting Services | 1990s | Built shared services capabilities |
| PPG (Mount Zion, IL) | Plant Controller | 1990s | Operational finance discipline |
| PPG (HQ) | Manager, Chemical Revenue Recognition | 2000 | Strengthened revenue recognition governance |
| PPG (HQ) | Director, Internal Financial Reporting | 2001 | Enhanced internal reporting quality |
| PPG (HQ) | Director, Investor Relations; Vice President | 2004; 2007 | Led capital markets communications; elevated to VP |
| PPG (HQ) | Corporate Treasurer (added) | 2015 | Optimized capital structure and liquidity |
| PPG (HQ) | Vice President, Finance | Jun 2016 | Enterprise finance leadership |
| PPG (HQ) | SVP & CFO | Mar 2017–present | Enterprise CFO; IT & M&A oversight |
External Roles
| Organization | Role | Years | Notes |
|---|---|---|---|
| Boys & Girls Clubs of Western Pennsylvania | Board Member | Since 2017 | Community engagement |
| Teledyne Technologies Incorporated | Board Member | 2025 | Listed in Teledyne DEF 14A; Audit and Compensation committees |
Fixed Compensation
| Metric | 2022 | 2023 | 2024 |
|---|---|---|---|
| Base Salary ($) | $767,500 | $800,000 | $830,000 |
| Target Bonus (% of Base) | 100% | 100% | 100% |
| Actual Annual Incentive ($) | $490,000 | $1,475,000 | $565,000 |
| Annual Incentive Payout vs Target | Not disclosed | 175–184% (company-wide) | 68% (Morales) |
| Employee Savings Plan Contributions ($) | $34,620 (2024) | — | — |
| Financial Counseling Perq ($) | $14,035 (2024) | — | — |
Notes: Morales’ base increased from $805,000 to $835,000 effective Mar 1, 2024; annual salary reported for 2024 was $830,000.
Performance Compensation
| Award Type | Grant Date | Shares/Options | Grant Fair Value ($) | Vesting | Key Performance Metrics |
|---|---|---|---|---|---|
| Stock Options | Feb 21, 2024 | 23,578 | $1,033,424 | 100% vest on 3rd anniversary (Feb 21, 2027); 10-year term; exercise price $142.65 | Stock price appreciation; no repricing; equal LTI mix |
| PBRSUs | Feb 21, 2024 | Target 7,675 | $1,033,362 | Vest at end of 3-year performance period (2024–2026) | Adjusted EPS growth (>5% to ≥10% linear scale) and Cash Flow ROC at 11% (annual weighting, 0–200% payout) |
| TSR Shares | Feb 21, 2024 | Target 7,244 | $1,033,357 | Vest at end of 3-year performance period (2024–2026) | Relative TSR vs S&P 500 (0–200% payout; 50th percentile=100%) |
| 2022 PBRSU Cycle | Vested Dec 31, 2024 | Payout 120% | — | Settled Feb 2025 in shares | EPS growth and CF ROC achieved (2023 strong; 2022 below threshold) |
| 2022 TSR Cycle | Vested Dec 31, 2024 | Payout 0% | — | 0% due to 19th percentile 3-year TSR | Relative TSR underperformed |
2024 Annual Incentive Structure (Corporate Component; 80% weight for CFO):
| Weighting | Metric | Threshold | Target | Maximum | Actual 2024 Result | Payout Component |
|---|---|---|---|---|---|---|
| 50% | Adjusted EPS (cont. ops) | $5.62 | $7.72 | $8.66 | $7.86 | 103% |
| 20% | Adjusted Cash Flow from Ops ($mm) | $1,724 | $2,298 | $2,528 | $1,469 | 0% |
| 30% | Organic Sales Growth (%) | -0.8% | 1.7% | 3.7% | -1.2% | 0% |
| — | Total Corporate Component | — | — | — | Overall | 52% of corporate component |
| — | CFO’s Total Payout vs Target | — | — | — | Including personal goals | 68% of target |
Equity Ownership & Alignment
| Ownership Element | Amount | Detail |
|---|---|---|
| Common Stock Owned | 175,187 shares | Includes options exercisable within 60 days (138,101) and ESOP holdings (8,647) |
| Common Stock Equivalents | 18,065 | Deferred compensation phantom stock; no voting rights |
| Options – Exercisable | See tranches | 5,200 @$95 (exp 2026); 12,600 @$101.50 (2027); 17,072 @$116.32 (2028); 19,259 @$109.74 (2029); 30,397 @$119.52 (2030); 26,193 @$136.60 (2031); 27,380 @$151.87 (2032); 26,605 @$131.04 (2033); 23,578 @$142.65 (2034) |
| Unvested PBRSUs | 8,378 (2023–2025); 7,675 (2024–2026) | Estimated at 100% of target current |
| Unvested TSR Shares | 3,943 (2023–2025); 3,622 (2024–2026) | Estimated at 100% current |
| Hedging/Pledging | Prohibited; none pledged | |
| Ownership Guideline | 3× base salary; met |
Deferred compensation and retirement:
- Non‑Qualified Deferred Compensation Plan balance: $4,091,750; 2024 executive contributions $288,833; registrant contributions $141,613; 2024 earnings $(206,537). Distributions are in stock (PPG account) or cash (other funds).
- Pension present value (as of 12/31/2024): Retirement Plan F $878,413; Non‑Qualified Retirement Plan $2,382,364; lump‑sum estimate under Non‑Qualified Plan $5,337,298.
Perquisites:
- Financial counseling ($14,035) and Deferred Compensation plan contributions ($130,430) in 2024; dividends credited on TSR awards ($11,183). No aircraft/personal security perqs disclosed for Morales.
Employment Terms
| Provision | Terms | Quantification/Features |
|---|---|---|
| Employment Contracts | None for U.S.-based NEOs | Aligns with pay‑for‑performance |
| Stock Ownership Requirements | 3× base salary; must meet within 5 years; Morales met requirement | Retention alignment |
| Clawback (Compensation Recovery Policy) | NYSE‑compliant; recoup incentive comp upon material restatement within prior 3 fiscal years | Strong governance |
| Hedging/Pledging | Officers may not hedge, short, or pledge PPG securities; 10b5‑1 plans require preclearance and 90‑day cooling off | Reduces misalignment risk |
| Severance (Involuntary; before CIC) | Salaried Severance Plan: 1.5× base salary + six months benefits; Morales would receive $1,252,500 (illustrative 2024 table) | Moderate cushion |
| Executive Officer Cash Severance Policy | New cash severance exceeding 2.99× (salary+target bonus) requires shareholder approval/ratification | Limits pay inflation risk |
| Change‑in‑Control (CIC) Agreement | Double‑trigger required for equity acceleration; cash severance: 3× base salary + 3× highest/target bonus; continued benefits; conditional excise tax “best net” cut (no gross‑ups) | Morales CIC illustrative total $9,440,345 (base $2,505,000; bonus $2,505,000; H&W $65,538; accelerated LTI $4,318,560; financial counseling $46,247) |
Performance & Track Record
- 2024 results: Net sales $15.8B, adjusted EPS $7.87 (+6%), operating cash flow ~$1.4B; adjusted EBITDA margin 18.1% (+100 bps). TSR (3‑yr) at 19th percentile; TSR awards paid 0% for 2022 cycle; PBRSU paid 120%.
- Morales’ 2024 performance: Led financial execution of silicas and U.S./Canada architectural coatings divestitures; improved segment margins YoY; delivered ~$45M restructuring synergies; corporate annual incentive metrics achieved EPS target but missed cash flow and organic sales, resulting in 68% of target bonus.
Compensation Peer Group & Say‑on‑Pay
- Peer group for setting 2024 comp includes 22 industrials (e.g., 3M, Sherwin‑Williams, Honeywell, Rockwell, Linde, Trane, DuPont).
- Say‑on‑Pay approval: ~96% support at 2024 AGM; historically >90%.
Risk Indicators & Red Flags
- Hedging/pledging prohibited; none pledged—reduces misalignment risk.
- No employment contracts; severance capped unless shareholder‑approved—limits pay inflation risk.
- Conditional excise tax cut; no gross‑ups—shareholder‑friendly CIC design.
- TSR underperformance (19th percentile) drove 0% TSR payout—plan is performance‑sensitive.
Investment Implications
- Alignment: Strong governance (clawback, hedging/pledging bans, ownership guidelines) and pay mix (equal LTI across options/PBRSUs/TSR) link Morales’ outcomes to EPS, cash flow, and TSR—positive for shareholders.
- Near‑term supply overhang risk: Unvested PBRSUs/TSR from 2023–2026 cycles and options vesting in 2027 could create periodic selling pressure around vest dates; TSR payouts are currently tracking below threshold, moderating that risk.
- Retention security: CIC terms (3× salary+bonus; double‑trigger equity) and severance policy support stability without excessive entitlements—low retention risk.
- Execution: 2024 EPS delivery amid portfolio optimization, cash flow miss vs target, and TSR underperformance suggest continued focus on working capital and growth—watch annual incentive metric mix and PBRSU/TSR accruals for signals.