Grant Bowman
About Grant Bowman
Grant Bowman, age 45, is President of Specialty Products at Perimeter Solutions (PRM) and has served in this role since October 2024, after joining the company in January 2024 as Vice President of Strategy and Business Development . He holds an undergraduate degree from the University of Michigan and an MBA from Columbia Business School . Under Bowman’s platform remit, Specialty Products delivered strong 2024 performance: net sales rose 29% to $124.7 million and Adjusted EBITDA increased 95% to $40.2 million; companywide net sales grew 74% to $561.0 million and Adjusted EBITDA rose 190% to $280.3 million . For the incentive framework, the Specialty Products platform’s 2024 Adjusted EBITDA finished at $47.8 million against a $37.3 million target, informing cash incentive payouts .
Past Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| Perimeter Solutions, Inc. | Vice President, Strategy & Business Development | Jan 2024–Sep/Oct 2024 | Executive leadership in strategy and business development (disclosed role) |
| Hunter Capital Limited Partnership | Managing Partner | Apr 2018–Dec 2023 | Investment advisor to private funds |
External Roles
| Organization | Role | Years | Notes |
|---|---|---|---|
| None disclosed | — | — | No external public-company directorships or committee roles disclosed in the proxy |
Fixed Compensation
| Item | 2024 Amount | Notes |
|---|---|---|
| Base Salary | $280,000 | Employment agreement sets $280,000 annual base |
| Target Bonus % of Salary | 40% | Annual cash incentive target as % of salary |
| Actual Annual Cash Incentive Paid | $145,221 | 2024 payout combining platform EBITDA and individual goals |
| All Other Compensation (Total) | $44,740 | 401(k) match $18,230; health/life/disability $25,012; group term life $1,498 |
Performance Compensation
| Component | Metric | Weighting | Threshold | Target | Maximum | 2024 Actual | Payout |
|---|---|---|---|---|---|---|---|
| Annual Cash Incentive — Platform | Adjusted EBITDA (Specialty Products) | 75% | $18.7m | $37.3m | $56.0m | $47.8m | 38% of target for EBITDA component |
| Annual Cash Incentive — Individual | Individual Performance | 25% | 5% | 10% | 15% | — | 13% of target for individual component |
| Combined Annual Cash Incentive | Cash Incentive Award | — | $56,000 | $112,000 | $168,000 | $145,221 | Paid amount |
| Equity — Performance Options | AOP CAGR Vesting | — | 10% CAGR min (25% of tranche) | — | 20% CAGR max (100% of tranche) | 2024 AOP met minimum; tranche vested | 100,000 options vested/exercisable at FY-end |
Notes:
- Annual incentive framework: 75% platform Adjusted EBITDA, 25% individual performance .
- Equity vesting based on annual operating performance per diluted share (“AOP”) with cumulative vesting mechanics and an equity sweep provision; minimum and maximum AOP CAGR targets amended to 10% and 20% in May 2023 .
Equity Ownership & Alignment
| Category | Detail | Notes |
|---|---|---|
| Beneficial Ownership (as of Mar 31, 2025) | 100,000 shares (underlying options exercisable within 60 days) | Marked as <1% of outstanding |
| Shares Outstanding (as of Mar 31, 2025) | 148,775,583 | Basis for ownership % calculation |
| Ownership as % of Shares Outstanding | ~0.07% (100,000 / 148,775,583) | Derived from reported counts |
| Options — Exercisable at 12/31/2024 | 100,000 | Granted 2/14/2024 at $5.23; expiration 2/14/2034 |
| Options — Unexercisable at 12/31/2024 | 400,000 | Performance-based vesting |
| New Grants in 2024 | 500,000 performance-based NQ options; exercise price $5.23; grant date FV $1,400,000 | Part of 2021 Equity Plan |
| Hedging/Pledging Status | Hedging and pledging prohibited; all directors and executive officers compliant | Anti-hedging/pledging policy applies enterprise-wide |
| Stock Ownership Guidelines | Required personal investment value $400,000 for President, Specialty Products | At least half must be in shares; remainder can include in-the-money option value over strike |
| Compliance with Guidelines | All directors and executive officers in compliance | Company-wide statement |
Employment Terms
| Term | Detail | Notes |
|---|---|---|
| Role Effective Date | President, Specialty Products effective Oct 1, 2024 | Promotion from VP Strategy & BD |
| Employment Agreement Date | September 30, 2024 | Indefinite term until terminated |
| Base Salary | $280,000 | Reviewed annually |
| Target Bonus | 40% of base salary | Aligned to platform and individual metrics |
| Severance (without Cause / Good Reason / Disability / Death) | 1.25x base salary + 1.0x target bonus + 15x COBRA differential (monthly) | Payable over 18 months; requires release |
| Non-Compete / Non-Solicit | Non-compete and non-solicit during employment + 24 months post-termination | Confidentiality applies during and after employment |
| Change-of-Control Treatment | Performance options: vesting percentage equals greater of (i) average of prior two years or (ii) vesting based on deal price; applies to then-current and remaining performance years | Single-trigger vesting upon CoC event per option terms |
| Estimated CoC Benefits (12/31/2024 scenario) | Cash severance $495,221; insurance $32,406; accelerated equity vesting $3,508,000; total $4,035,627 | Hull-White fair value used for equity |
Compensation Structure Notes
- Equity is exclusively performance-based options; no time-vested equity awards are used for executives .
- Clawback policy adopted in 2023 permits recovery of incentive-based compensation for restatements tied to material noncompliance; includes measures based on stock price, TSR, and AOP .
- Say-on-pay support in 2024 was ~91% approval, reflecting shareholder acceptance of pay design .
- Compensation peer group of 17 industrial/chemical companies used for benchmarking; PRM targets lower cash comp with higher at-risk equity via performance options .
Additional Equity Award Mechanics
- Cumulative vesting allows unvested portions to carry forward to reflect cumulative AOP performance, replacing prior look-back/look-forward provisions .
- Equity sweep provision: if market price exceeds 2x strike (less dividends) for 60 trading days within any rolling 12 months starting year 3, remaining unvested options convert to time-based vesting over years 4–5 or vest at year 5, subject to continued service .
- Option treatment at termination (non-CoC): unvested portions generally forfeit; death/disability allow a percentage of remaining options to continue vesting pro-rata over schedule, tied to the fiscal year of termination .
Performance & Track Record
- Specialty Products platform performance in 2024: net sales +29% to $124.7m and Adjusted EBITDA +95% to $40.2m, with platform Adjusted EBITDA result of $47.8m vs $37.3m target .
- No option exercises by NEOs (including Bowman) during 2024, indicating limited realized insider selling pressure despite vesting .
Investment Implications
- Alignment: Heavy use of performance-based options tied to AOP, cumulative vesting, and equity sweep supports long-term value creation and shareholder alignment; strict anti-hedging/pledging and ownership guidelines ($400k for this role) further reinforce alignment .
- Retention risk: A 24-month post-termination non-compete/non-solicit suggests PRM’s emphasis on retaining specialized commercial and operational know-how; severance economics are moderate (1.25x salary + 1.0x target bonus) and may be less retention-powerful than time-vested equity, but cumulative/AOP-based vesting keeps future equity at risk and motivating .
- Trading signals: 2024 vesting occurred with AOP at least at the minimum threshold and Bowman had 100,000 exercisable options by FYE; however, NEOs did not exercise in 2024, and hedging/pledging is prohibited—reducing near-term selling pressure signals; monitor future Form 4 filings around AOP vesting cycles and any equity sweep triggers .
- Change-of-control sensitivity: Single-trigger vesting mechanics on options under a CoC could accelerate a large portion of unvested equity; estimated CoC package for Bowman totaled ~$4.0m at 12/31/2024, implying meaningful optionality tied to deal price—investors should factor potential dilution/accelerated vesting in M&A scenarios .