Larson Richardson
REPUBLIC SERVICESAbout Larson Richardson
Larson Richardson is Senior Vice President, Operations at Republic Services (RSG), appointed in December 2023, age 45. He leads Group 1 recycling and waste field operations across the western U.S. and Canada, with responsibilities for field performance, service delivery, operating plan execution, and financial/operational results; he joined Republic in 2012 and has held progressive operations leadership roles . Company performance context during 2024: revenue grew 7%, diluted EPS was $6.49, adjusted EPS was $6.46 (+15% YoY), cash from operations was $3.94B, adjusted free cash flow was $2.18B, and $1.18B was returned to shareholders, reflecting execution against strategic priorities .
Past Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| Republic Services | Area President, Heartland Area | 2019–2023 | Oversaw area operations and growth, driving field performance and financial results |
| Republic Services | Area Vice President, Southeast Area | 2017–2019 | Led regional operations and execution of operating plan |
| Republic Services | Senior Manager, Municipal Sales | 2015–2017 | Advanced municipal contract growth and customer relationships |
| Republic Services | General Manager, Southeast Area | 2012–2015 | Managed local operations and service delivery |
| Waste Industries USA | Area General Manager | Pre-2012 | External prior operator experience in waste services |
External Roles
No current external public-company directorships or outside board roles disclosed for Richardson in the proxy; biography lists prior employer experience only .
Fixed Compensation
| Item | Status/Policy | Notes |
|---|---|---|
| Base salary | Not disclosed for Richardson | Senior leadership salaries reviewed annually vs peer group; examples provided for NEOs only |
| Target annual bonus | Not disclosed for Richardson | Annual incentive plan applies broadly to senior management with EPS and FCF metrics plus sustainability modifier |
| Stock ownership guideline | 2x salary (Senior Vice President) | Five-year period to meet guideline; counts stock, vested equivalents, and 401(k) holdings |
| Anti-hedging/anti-pledging | Prohibited | No hedging, pledging, margin accounts, or short sales for directors, officers, and employees |
| Clawback policy | More robust than SEC/NYSE | Applies to incentive compensation; board oversight disclosed |
| Say-on-pay 2024 | 97.2% approval | Indicates shareholder support of executive pay program |
Performance Compensation
| Component | Metric | Weighting | 2024 Target | 2024 Actual | Payout mechanics |
|---|---|---|---|---|---|
| Annual incentive | Adjusted EPS (EPS Measure) | 50% | $6.09 | $6.41 | If both EPS and FCF at/above target, payout increases; overall 2024 factor before sustainability modifier: 152.46% |
| Annual incentive | Adjusted Free Cash Flow (FCF Measure) | 50% | $2,143M | $2,183M | See above; sustainability modifier ±10 percentage points on senior executives’ payouts |
| Sustainability modifier | Safety, talent, climate leadership | ±10 pts | N/A | Company-wide modifier applied uniformly | Added since 2022; governance enhanced disclosure |
| PSUs (2024–2026) | Cash Flow Value Creation (CFVC) | 40% | Not disclosed | Not disclosed | Three-year performance; CFVC definition and adjustment methodology disclosed |
| PSUs (2024–2026) | Return on Invested Capital (ROIC) | 40% | Not disclosed | Not disclosed | Three-year performance; ROIC definition and adjustments disclosed |
| PSUs (2024–2026) | Relative TSR (rTSR) vs peer group | 20% | Percentile schedule | Percentile outcome at vest | Ensures alignment independent of market beta |
Notes: Restricted Stock Units (RSUs) for senior executives vest ratably over four years; PSUs vest based on three-year performance with accrued dividends paid only on earned shares .
Equity Ownership & Alignment
| Category | Detail | Date | Source |
|---|---|---|---|
| Total shares owned (direct) | 1,776 shares | Mar 3, 2025 | |
| Recent transaction | Sold 2,200 shares at $239.07 (direct) | Mar 3, 2025 | |
| Recent vesting | 2,616 PSUs earned (vested) | Feb 18, 2025 | |
| Form 4 reference | Statement of changes in beneficial ownership | Feb 18, 2025 | |
| Ownership guideline | Must reach 2x salary within 5 years (SVP) | Policy updated 2024 | |
| Pledging/Hedging | Prohibited | Ongoing |
Interpretation: The 3/3/2025 sale occurred shortly after PSUs vested on 2/18/2025, consistent with typical liquidity/tax management around vesting; holdings remain modest, but policy requires building to 2x salary over five years from promotion (Dec 2023) .
Employment Terms
| Term | Summary | Applicability |
|---|---|---|
| Employment agreements | Company generally does not enter into employment agreements with executives | NEOs stated; SVPs follow policy framework |
| Executive Separation Policy | Applies to Executive Officers and each Senior Vice President; requires non-solicitation, confidentiality, arbitration, and, if appropriate, non-compete; release and cooperation conditions | SVP covered (Richardson) |
| Termination without cause | Two years of continued base salary (CEO receives base + target bonus); RSUs continue vesting up to one year; earned PSUs prorated based on actual performance; welfare benefits continuation | Policy terms |
| Change in control (double-trigger) | Lump sum two times current base salary + target annual cash incentive; annual cash awards vest at target; PSUs vest at target without proration; RSUs immediately vest; welfare benefits continuation up to two years | Double-trigger requirement for severance and equity |
| Retirement treatment | Immediate vesting of RSUs; earned PSUs vest in full; COBRA coverage per policy; DCP employer contributions vest/payable | As defined in policy |
| Clawback | Incentive compensation subject to a clawback policy more robust than SEC/NYSE | Governance control |
| Non-hedging/pledging | Prohibited for directors, officers, employees and immediate family; no margin accounts | Alignment safeguard |
Performance & Track Record
- Role execution: As SVP Operations, Richardson leads Group 1 field operations and delivery across western U.S./Canada, accountable for operating and financial results and service excellence .
- Company performance backdrop in 2024: 7% revenue growth; adjusted EPS +15%; $3.94B cash from operations; $2.18B adjusted FCF; $1.18B capital returned; supports incentive metric outcomes (EPS/FCF above targets; 2024 payout factor 152.46% before sustainability modifier) .
Compensation Committee & Peer Group Context
- Compensation governance practices include double-trigger change-in-control, robust clawback, no excise tax gross-ups, no dividends on unearned PSUs, anti-hedging/pledging, stock ownership guidelines (CEO 8x, other Executive Officers 5x, SVP 2x) .
- Peer group used for benchmarking includes APD, AEP, CNI, CPKC, Cintas, CSX, Ecolab, Entergy, Fastenal, FedEx, JB Hunt, Norfolk Southern, Ryder, Sysco, W.W. Grainger, Waste Connections, Waste Management; CEO Target TDC positioned near the 64th percentile (for context) .
Investment Implications
- Alignment: Strong pay-for-performance architecture (EPS, FCF for annual; CFVC/ROIC/rTSR for PSUs) and robust clawback, anti-pledging, and ownership guidelines promote long-term alignment; Richardson, as SVP, is subject to 2x salary stock ownership over five years from Dec 2023 .
- Vesting and sale dynamics: PSUs from the 2022–2024 cycle vested 2/18/2025; subsequent 3/3/2025 sale of 2,200 shares suggests routine post-vesting liquidity and does not, by itself, indicate elevated selling pressure; remaining direct ownership is 1,776 shares .
- Retention risk: Double-trigger change-in-control terms (2x base+target bonus, immediate vesting at target) and one-year continued vesting on termination without cause provide retention and risk-mitigation, reducing forced turnover incentives; no employment agreement but Separation Policy coverage applies to SVPs .
- Trading signals: Monitor insider activity around PSU vesting windows (Feb each year historically) and 10b5‑1 plan disclosures; current sale appears timed post-vesting; anti-hedging/pledging reduces leverage risks .