Paul F. Gentzkow
ROBERT HALFAbout Paul F. Gentzkow
Paul F. Gentzkow (age 69) is President and CEO, Talent Solutions at Robert Half Inc., a role he has held since December 15, 2019; previously he served as President and COO—Talent Solutions (2004–2019), EVP, Operations (2000–2004), and Director of Field Operations . Company performance under the current leadership team reflected 2024 revenue of $5.796 billion, net income of $251.6 million, and ROIC of 17% . Pay-versus-performance data indicate 2024 TSR of 125.21 on a $100 base vs peer group 101.15, with multi-year CAP alignment driven by revenue, net income, ROIC, and TSR metrics .
Past Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| Robert Half Inc. | President & CEO, Talent Solutions | 2019–present | Leads global Talent Solutions segment through tight labor markets; segment contributed to enterprise revenue of $5.80B and combined segment margin 6% in 2024 |
| Robert Half Inc. | President & COO, Talent Solutions | 2004–2019 | Operational leadership across talent franchises during significant growth |
| Robert Half Inc. | EVP, Operations | 2000–2004 | Scaled operations; precursor to COO role |
| Robert Half Inc. | Director of Field Operations | Pre‑2000 | Field execution and branch performance |
External Roles
No public company directorships or external roles are disclosed for Mr. Gentzkow in the 2025 proxy.
Fixed Compensation
| Component | 2022 | 2023 | 2024 |
|---|---|---|---|
| Base Salary ($) | 450,000 | 450,000 | 450,000 |
| Target Annual Bonus ($) | — | — | 1,630,212 |
| Maximum Annual Bonus ($) | — | — | 3,260,424 |
| Actual Annual Bonus ($) | 2,748,514 | 1,852,642 | 1,239,824 |
| Actual Bonus as % of Target | — | — | 76.1% |
Performance Compensation
- Annual Bonus Design (2024):
- Metrics and weights: Revenue 20% and Net Income 80% (GAAP, subject to defined adjustments) .
- Targets vs actuals and payout:
| Metric | Weight | Target | Actual | Satisfaction (% of Target) | Payout Mechanic | Vesting |
|---|---|---|---|---|---|---|
| Revenue | 20% | $6.19B | $5.80B | 93.6% | Linear 1:1 to target; capped 200% or $9M | Cash; paid for FY2024 |
| Net Income | 80% | $351M | $252M | 71.8% | Linear 1:1 to target; capped 200% or $9M | Cash; paid for FY2024 |
| Combined | — | — | — | 76.1% | Weighted average payout | Cash; paid for FY2024 |
- Long-Term Performance Shares (PSUs):
- 2024 grant: 48,889 target shares; max 91,666; grant date 3/19/2024; grant-date fair value $4,104,232 . Three-year cliff vest on 3/19/2027; performance conditions: ROIC relative to 65th percentile of industry peer group (GICS 2020 Commercial & Professional Services, >$100M market cap) with 0–150% adjustment; followed by TSR modifier ±25% vs industry peer median over 1/1/2024–12/31/2026 . No dividends paid until all conditions and time vesting satisfied .
- 2022 grant (realized): Earned at 112.5% of target; Mr. Gentzkow earned 37,110 shares (32,987 target + 4,123 incremental) based on ROIC outperformance and TSR underperformance vs peer group; vested 3/23/2025 after certification .
Equity Ownership & Alignment
| Item | Detail |
|---|---|
| Beneficial Ownership | 411,551 shares; 0.4% of outstanding |
| Form of Ownership | Includes 171,715 shares acquired via company benefit plans (restricted for disposition) and 239,836 shares shared voting/dispositive power with spouse |
| Stock Ownership Guidelines | Required minimum 14,502 shares (3x salary); all NEOs, including Gentzkow, exceed requirements |
| Vested/Unvested Overview (12/31/2024) | Unvested 2022 PSU award 37,110 shares valued at $2,614,771; unearned PSUs from 2023/2024 (at maximum) total 187,175 shares valued at $13,188,351 |
| 2024 Vesting Activity | Shares vested: 90,662; value realized: $7,124,220 (vest date price $78.58) |
| Options | No stock options outstanding; company ceased option grants to executive officers in 2005 |
| Hedging/Pledging | Prohibited for directors, officers, employees; bans collars, swaps, exchange funds, etc. |
Employment Terms
| Provision | Key Terms |
|---|---|
| Severance Agreement | If terminated without cause, or after >5% salary cut or relocation >50 miles: lump sum equal to 2 years’ base salary; pro rata bonus; continued employee benefits for 2 years; vesting relief on time-based component; performance conditions remain |
| Change-in-Control (double-trigger) | If termination within 1 year of CIC: lump sum twice prior year’s bonus; 2 years’ base salary; benefits (and life insurance) continue; time vesting waived, performance conditions remain |
| Estimated Payments (12/31/2024 scenario) | Outstanding equity value: $15,803,121; lump-sum salary: $900,000 (2 years); lump-sum bonus at CIC: $2,479,648; medical benefits: $387,176; life insurance: $30,678 |
| Clawback | Executive Compensation Clawback Policy revised in 2023 to align with SEC Rule 10D‑1/NYSE listing rules |
| Tax Gross‑ups | No excise tax gross‑ups for CIC |
| Part‑Time Employment Agreement | 4-year post‑retirement part‑time role; annual pay equals 8% of average of top 5 cash comp years in prior decade; non‑compete and non‑solicit during the part‑time period; equity continues vesting on original schedule |
| Deferred Compensation (SERP) | Company contributes 15% of salary+final cash bonus; 2024 registrant contribution: $253,474; aggregate earnings: $642,580; aggregate balance: $14,245,839; fully vested |
Compensation Structure
| Metric | 2022 | 2023 | 2024 |
|---|---|---|---|
| Stock Awards ($, grant-date fair value) | 4,495,468 | 4,393,912 | 4,104,232 |
| Non-Equity Incentive ($) | 2,748,514 | 1,852,642 | 1,239,824 |
| All Other Compensation ($) | 479,777 | 345,396 | 253,474 |
| Total Compensation ($) | 8,173,759 | 7,041,950 | 6,047,530 |
Observations:
- 2024 total compensation decreased year-over-year with lower bonus and stock award values amid macro-driven revenue and earnings declines .
- Equity awards for executives are 100% performance-based PSUs with three-year ROIC target at 65th percentile and TSR modifier; no time-only RSUs for RHI executive officers (Protiviti MD program is separate and not applicable to Gentzkow) .
Performance & Track Record
| Measure | 2024 | Multi-Year Context |
|---|---|---|
| Revenue | $5,795,837,000 | Company returned $2.10B to shareholders over last five years (dividends + buybacks) |
| Net Income | $251,598,000 | Combined segment margin 6% in 2024 |
| ROIC | 17% | 2022 PSU cycle earned at 112.5% (ROIC outperformance, TSR underperformance vs peer) |
| TSR (Pay vs Performance index) | 125.21 company vs 101.15 peer (2024) | CAP aligns to revenue, net income, ROIC, TSR trends |
Compensation Governance, Peer Benchmarking, and Say‑on‑Pay
- Long-term PSUs benchmark relative ROIC and TSR to a broad industry peer group (GICS 2020 Commercial & Professional Services) . The stock performance graph peer group (used in pay-versus-performance) comprises Kelly Services, Kforce, ManpowerGroup, and Resources Connection .
- Say‑on‑Pay support was 93.5% at the 2024 annual meeting; equity to executive officers is 100% performance‑based; ownership and hedging/pledging policies enforce alignment .
Equity Ownership & Alignment (Detailed)
| Ownership Guidelines | Minimum Shares Required | Compliance | Pledging/Hedging |
|---|---|---|---|
| Executive officers must hold 3x salary (Gentzkow) | 14,502 | Exceeds minimum; in compliance | Prohibited by policy |
| Beneficial Ownership | Shares | % Outstanding | Notes |
|---|---|---|---|
| Paul F. Gentzkow | 411,551 | 0.4% | Includes 171,715 restricted (benefit plans) and 239,836 shared with spouse |
| Unvested/Unearned Equity (12/31/2024) | Shares | Market/Payout Value ($) |
|---|---|---|
| Unvested 2022 PSU award | 37,110 | 2,614,771 (at $70.46) |
| Unearned PSUs (2023/2024 grants at maximum) | 187,175 | 13,188,351 (at $70.46) |
Employment Agreements and Change‑in‑Control Economics (Gentzkow)
| Scenario (12/31/2024) | Cash Salary ($) | Cash Bonus ($) | Benefits ($) | Life Insurance ($) | Equity Treatment |
|---|---|---|---|---|---|
| Retirement | — | — | 387,176 | — | Equity continues per plan; consulting agreement applies |
| Involuntary Termination (no CIC) | 900,000 | — | 387,176 | 30,678 | Time vesting waived; performance conditions remain |
| Death/Disability | — | — | 203,288 (spouse estimate) | — | Equity vests per death/disability terms |
| CIC + Termination (double-trigger) | 900,000 | 2,479,648 | 387,176 | 30,678 | Time vesting waived; performance conditions remain |
Additional terms: Four-year post-retirement part‑time employment with non‑compete/non‑solicit and continued vesting; clawback aligned to SEC/NYSE rules; no excise tax gross‑ups .
Investment Implications
- Pay-for-performance alignment: 100% PSU structure with rigorous ROIC and relative TSR metrics, three-year cliff vest, no options, and strong clawback/ownership policies indicate high alignment and reduced short-term gaming risk .
- Retention risk: Material unearned PSUs outstanding (max 187,175 shares) and SERP balances ($14.25M) support retention; severance and part-time agreements further mitigate flight risk during leadership transitions .
- Selling pressure: 2022 PSU vested in March 2025 (37,110 shares); future cliffs (e.g., 3/19/2027) may create periodic liquidity events; however, hedging/pledging is prohibited and dividends on unearned shares are deferred, tempering near-term monetization .
- Change-in-control economics: Double-trigger cash protections (2 years salary; 2x prior-year bonus) with performance-based equity continuing under plan terms suggest moderate CIC cost without tax gross-ups, limiting shareholder-unfriendly outcomes .
- Execution signal: 2024 bonus at 76.1% of target and PSU realization at 112.5% for the 2022 cycle (despite TSR underperformance) reflects ROIC discipline and goal rigor even in a soft macro year; continued buybacks/dividends ($2.10B over five years) underscore capital allocation consistency .