Amanda Hodges
About Amanda Hodges
Amanda Hodges is Executive Vice President, Chief Commercial Officer (appointed August 2024), leading Republic’s sales organization and customer service to drive profitable growth and loyalty; she previously served as EVP, Chief Marketing Officer from November 2020 to August 2024 and is age 52 . Her background includes 15 years in leadership roles at Dell Technologies (SVP, North America Marketing and Global Customer Briefing Program), strategy consulting at McKinsey & Company, and chemical engineering at GE Plastics . Company performance underpinning executive incentives during her tenure includes 2024 adjusted EPS of $6.41 vs. $6.09 target and adjusted free cash flow of $2,183 million vs. $2,143 target , three-year CFVC totaling $6,044 million and three-year ROIC of 9.9% for the 2022–2024 PSU cycle , and 2022–2024 relative TSR at the 81.1st percentile driving the TSR component to 150% payout .
Past Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| Republic Services (RSG) | EVP, Chief Commercial Officer | Aug 2024–present | Leads sales and customer service to drive profitable growth and customer loyalty . |
| Republic Services (RSG) | EVP, Chief Marketing Officer | Nov 2020–Aug 2024 | Oversaw marketing, communications, product development, customer engagement, and revenue oversight . |
| Dell Technologies | SVP, North America Marketing & Global Customer Briefing Program | ~15 years (prior to Nov 2020) | Senior leadership roles across marketing; drove go-to-market and customer engagement . |
| McKinsey & Company | Strategy Consultant | Not disclosed | Strategy consulting experience . |
| GE Plastics | Chemical Engineer | Not disclosed | Technical/operator foundation . |
External Roles
| Organization | Role | Years | Notes |
|---|---|---|---|
| Not disclosed | — | — | No external board or committee roles disclosed in executive officer biographies . |
Fixed Compensation
- Republic’s NEO/Executive program emphasizes at‑risk pay; core elements are base salary, annual cash incentive, and long‑term incentives (PSUs/RSUs) .
- Perquisites are modest: relocation gross‑ups (policywide), health club stipend (corporate office), concierge medical services (VPs+), and executive physical exam; aircraft personal use limited and reviewed quarterly; no excise tax gross‑ups on change‑in‑control .
- No individual base salary or bonus disclosures for Ms. Hodges (non‑NEO); Republic generally does not enter into employment agreements for executives .
Performance Compensation
Annual Incentive Design (Senior Executives, including EVPs)
- Metrics: 50% Adjusted EPS, 50% Adjusted Free Cash Flow; sustainability modifier adjusts payout ±10 percentage points based on interim safety, talent, and climate goals .
- Governance: Targets set to align with published guidance; rigorous, balanced, and capped .
Annual Incentive Outcomes (Company, used to determine program payouts)
| Metric | 2022 | 2023 | 2024 |
|---|---|---|---|
| EPS Measure Target ($) | 4.76 | 5.27 | 6.09 |
| EPS Measure Actual ($) | 4.93 | 5.61 | 6.41 |
| FCF Measure Target ($mm) | 1,703 | 1,915 | 2,143 |
| FCF Measure Actual ($mm) | 1,742 | 1,985 | 2,183 |
| Financial Incentive Payout (%) | 185% | 164.15% | 152.46% |
| Sustainability Modifier (%) | 0% | -3% | 0% |
| Total Annual Incentive Payout (%) | 185% | 161.15% | 152.46% |
Long‑Term Incentives (PSUs/RSUs)
- PSU metrics and weighting (2024–2026 cycle): CFVC 40%, ROIC 40%, RTSR 20% .
- RSUs vest ratably over four years; PSUs vest after three years based on performance; PSUs accrue dividends but pay only if earned; RSUs receive dividend equivalents that vest with the RSUs .
- PSU settlement for NEOs: 50% cash, 50% shares upon vesting (design feature indicating reduced selling pressure at vest) .
| PSU Metric | Weighting | Payout Basis | Notes |
|---|---|---|---|
| Cash Flow Value Creation (CFVC) | 40% | 3‑year CFVC vs. targets | Adjusted for specified items; promotes disciplined investment . |
| Return on Invested Capital (ROIC) | 40% | 3‑year ROIC vs. targets | Adjusted metric; tied to value creation . |
| Relative TSR (RTSR) | 20% | Percentile vs. peer group | Neutralizes broader market moves; payout curve capped at 150% . |
2022–2024 PSU Actuals (Company performance underpinning payouts)
| Metric | FY 2022 | FY 2023 | FY 2024 |
|---|---|---|---|
| CFVC ($mm) | 1,718 | 1,972 | 2,354 |
| ROIC (%) | 9.4% | 9.7% | 10.4% |
| Three-Year Measure | Value |
|---|---|
| CFVC total (2022–2024, $mm) | 6,044 |
| ROIC (2022–2024, %) | 9.9% |
| RTSR Actual (Percentile) | 81.1th percentile |
| RTSR Earning Percentage | 150% |
| Combined PSU payout (2022–2024 cycle) | 136.16% of target |
Award Timing and Options
- Annual LTI grants approved early February post‑10‑K filing and end of blackout; mid‑year promotion grants post‑10‑Q and blackout; no backdating or coordination with MNPI; no stock options granted to executives since 2014 .
Equity Ownership & Alignment
| As-of Date | Shares Beneficially Owned | RSUs (vested+unvested) | Ownership % of SO | Notes |
|---|---|---|---|---|
| March 15, 2023 | 7,522 | 9,340 | <1% (316,243,575 SO) | RSUs shown for alignment; not deemed beneficial ownership per SEC . |
- Executive stock ownership guidelines updated in 2024: CEO 8x salary; other Executive Officers (including EVPs) 5x salary; compliance expected within 5 years; includes shares, vested DCP stock equivalents, and 401(k) shares .
- Anti‑hedging/anti‑pledging: Prohibits hedging, short sales, margin accounts, and pledging of Republic securities; quarterly blackout restrictions, pre‑clearance for Insiders .
- Insider Form 4 analysis: Attempt to fetch Amanda Hodges’ transactions (2020–2025) failed due to API authorization error; no recent insider selling pressure analysis available from Form 4 data in this session. The Company’s prohibition on pledging and margin accounts reduces forced‑sale risk from collateral calls .
Employment Terms
- No individual employment agreement; executives covered by Executive Separation Policy with non‑competition and non‑solicitation agreements; release and cooperation obligations .
- Termination without cause (no CIC): Two years of base salary; annual incentive generally prorated based on actual performance (CEO exception per policy); outstanding equity continues to vest up to one year; earned PSUs prorated; welfare benefits continued up to two years .
- Disability/Death: Immediate vesting of outstanding equity; annual incentive prorated (disability) or paid at target (death) subject to policy; earned PSUs prorated; COBRA continuation .
- Change in Control (double trigger within 1 year): Lump sum two times base salary plus target annual cash incentive; annual cash awards vest at target; PSUs vest at target without proration; RSUs immediately vest; welfare benefits continued up to two years .
- Clawback: More robust than SEC/NYSE—applies to vested/unvested incentive comp (including equity gains) with 3‑year lookback in case of restatement; additional “Covered Events” (e.g., certain crimes, policy breaches, fiduciary breaches) allow forfeiture/repayment .
Investment Implications
- Alignment: Strong pay‑for‑performance design (EPS, FCF for annual; CFVC, ROIC, RTSR for LTIs) with rigorous targets and sustainability modifier; 2022–2024 performance delivered above‑target CFVC/ROIC and top‑quartile RTSR driving PSU payouts, signaling disciplined execution in her commercial leadership window .
- Retention risk: Executive Separation Policy with double‑trigger CIC protection and ongoing equity vesting for up to a year on involuntary separation reduces abrupt departure risk; ownership guideline at 5x salary fosters long‑term alignment .
- Trading signals: Anti‑pledging/margin and blackout/pre‑clearance policies reduce opportunistic or forced transactions; PSU settlement 50% in cash for NEOs can lower mechanical selling at vest—expect similar design features at EVP level, moderating vest‑related selling pressure .
- Execution track record: Elevation to CCO (Aug 2024) and leadership over commercial initiatives including Republic’s Circularity Index launch underscores focus on revenue growth and customer outcomes; watch commercial KPIs and annual incentive outcomes tied to EPS/FCF for ongoing signal strength .
- Governance: Robust clawback, no options since 2014, no CIC excise tax gross‑ups, and strong say‑on‑pay support (97.2%) support shareholder‑friendly compensation oversight .