Alexandre Conde
Chief People Officer at SCSC
Executive
About Alexandre Conde
Alexandre M. Conde is Senior Executive Vice President and Chief People Officer at ScanSource (SCSC), a role he has held since August 2022 after previously serving as President of ScanSource Brazil (2004–2011) and joining the company via its 2011 acquisition of CDC Brasil; prior to ScanSource he held leadership roles at a point‑of‑sale peripheral manufacturer and a computer peripheral manufacturer across finance, planning, logistics, sales, and marketing . He is 59 years old . His fiscal 2025 compensation was driven by a pay-for-performance design that ties variable pay to Adjusted EBITDA, Free Cash Flow Conversion, Normalized EPS, and Adjusted ROIC; notable company performance reference points include Performance Award Adjusted EBITDA of $147.7M in FY25 (vs $143.2M FY24, $182.9M FY23) and Normalized EPS of $3.11 in FY24 (used within multi-year PSU designs) .
Past Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| ScanSource, Inc. | Senior EVP, Chief People Officer | Aug 2022–Present | Leads people function; participates in variable cash and long-term incentive programs aligned to shareholder value creation |
| ScanSource Brazil | President | 2004–2011 | Led regional operations; became part of ScanSource post-2011 integration via CDC Brasil acquisition |
| CDC Brasil (acquired by ScanSource in 2011) | Leadership roles | Through 2011 | Contributed to AIDC/POS distribution capabilities in Brazil |
| Prior POS peripheral maker; computer peripheral maker | Various leadership roles (finance, planning, logistics, sales, marketing) | Not disclosed | Multi-disciplinary operating experience across commercial and operational functions |
External Roles
| Organization | Role | Years | Notes |
|---|---|---|---|
| None disclosed in the latest proxy | — | — | No external public company directorships or committee roles disclosed |
Fixed Compensation
| Year | Base Salary ($) | Target Bonus (% of Salary) | Target Cash Incentive ($) | Non-Equity Incentive Paid ($) | Bonus ($) | All Other Compensation ($) | Total ($) |
|---|---|---|---|---|---|---|---|
| 2025 | 436,000 | 60% | 262,000 | 317,020 | — | 23,113 | 1,334,087 |
| 2024 | 386,250 | 60% (unchanged YoY for Conde) | 231,750 (computed from 60% of 386,250; target % disclosed) | 92,700 | 46,350 | 154,413 | 1,176,439 |
Notes:
- Target bonus percentage for 2025 remained at the same percentage level as fiscal 2024 for Conde (60%) .
- The “Bonus ($)” column reflects program-specific items (e.g., Cyber Insurance Program) and is separate from the annual non‑equity incentive .
Performance Compensation
Annual MIP (Management Incentive Plan) – Fiscal 2025 Design and Outcomes Basis
| Component | Weighting | Performance Range (Threshold → Target → Max) | Actual FY25 | Payout Mechanics |
|---|---|---|---|---|
| Performance Award Adjusted EBITDA | 45% | $118.9M → $158.5M → $182.3M (in thousands) | $147.7M (in thousands) | 30% payout at threshold; 100% at target; 200% at max; linear interpolation between points |
| FCF Conversion | 30% | 60% → 65% → 90% | 117% | Same as above (threshold 30%, target 100%, max 200%) |
| Individual Performance | 25% | Company‑set goals | Not disclosed | Payout ranges per plan; specifics not disclosed |
Observations:
- Company performance (75% weight) mixed: EBITDA below target but above threshold; FCF Conversion above maximum .
- Conde’s actual non‑equity incentive paid for FY25 was $317,020 .
Long-Term Incentive (LTI) – Grants and Vesting
| Grant Cycle | Instrument | Shares Granted | Vesting Schedule | Grant Design Notes |
|---|---|---|---|---|
| Aug 2024 (FY25 annual LTI) | Time‑Based RSUs | 5,349 | 25% on each anniversary over 4 years, subject to continued service | 50% of LTI award in TBRSUs |
| Aug 2024 (FY25 annual LTI) | Performance‑Based RSUs (PSUs) | 5,350 | Cliff vests on 3rd anniversary, subject to performance and continued service | 50% of LTI award in PSUs |
Stock awards grant‑date fair value (all equity types): $557,954 in FY25; $496,726 in FY24 .
PSU Metrics, Targets, and Modifiers (FY25 Grant)
| Metric | Weight | Period | Threshold | Target | Maximum | rTSR Modifier |
|---|---|---|---|---|---|---|
| Normalized EPS | 50% | FY2025–FY2026 performance; rTSR over FY2025–FY2027 | FY25: $2.69; FY26: 75% of EPS target | FY25: $3.58; FY26: FY25 actual + 8% | FY25: $4.30; FY26: 120% of EPS target | Bottom quartile 75%; median 100%; top quartile 125% |
| Adjusted ROIC | 50% | FY2025–FY2027 (measured annually) | 11.25% | 13.5% | 16.3% | N/A |
Additional reference points:
- Actual Normalized EPS was $3.11 in FY24 (a reference used in program disclosures; PSU payout is determined over the multi‑year period) .
- The total PSU payout is capped at 200% of target .
Equity Ownership & Alignment
| Item | Detail |
|---|---|
| Beneficial Ownership (10/3/2025) | 49,665 shares; <1% of outstanding (22,067,128 shares outstanding) |
| Ownership Guidelines | CEO only: 3x base salary, with 50% net share retention until compliant; CEO in compliance as of 6/30/2025 |
| Hedging/Pledging | Prohibited; all executives in compliance as of proxy date |
| Vested vs Unvested | Not disclosed in proxy; time‑based RSUs vest 25% per year; PSUs cliff vest after 3 years, subject to performance |
| Options | No option awards disclosed for Conde in the periods shown |
| Deferred Compensation | FY25 elective deferral $32,700; company match $9,810; aggregate FY25‑end balance $42,984 |
Employment Terms
| Term | Detail |
|---|---|
| Employment Letter | Dated June 29, 2022; appointed Senior EVP, Chief People Officer effective Aug 1, 2022 |
| Participation | Eligible for variable cash incentive (MIP), Omnibus LTI plan, Deferred Compensation Plan |
| Restrictive Covenants | Confidentiality 5 years post-termination; Non‑compete and Non‑solicit 2 years post‑termination (if terminated) |
| Severance Plan | Participant in Executive Severance Plan |
| Severance (Involuntary, not CIC) | $987,000 cash; plus pro‑rata variable comp $262,000; medical $51,133; total $1,300,133 |
| Severance (Involuntary in connection with CIC) | $1,316,000 cash; plus pro‑rata variable comp $262,000; equity acceleration $769,680; PSU acceleration $549,236; medical $51,133; total $2,948,049 |
| Termination (Death/Retirement/Disability) | Pro‑rata variable comp $262,000; equity acceleration $769,680; PSU acceleration $549,236; medical $51,133 (no medical under Disability); total $1,632,049 (retirement/death) |
| Equity Acceleration Terms | Time‑based RSUs and PSUs accelerate on change in control, retirement, and termination without cause or for good reason (as stated) |
| Retirement Eligibility | Meets age and service criteria; retirement‑eligible |
Compensation Structure Analysis
- Mix shifts: FY25 saw higher non‑equity incentive payout ($317,020 vs $92,700 in FY24) and a modest increase in equity grant value ($557,954 vs $496,726), while salary increased to $436,000 and “All Other Compensation” decreased materially ($23,113 vs $154,413) .
- Risk alignment: Anti‑hedging and anti‑pledging policies, a clawback policy aligned with SEC rules, multi‑year PSU metrics (Normalized EPS with rTSR modifier, Adjusted ROIC), and dispersion of TBRSU vesting over four years support long‑term alignment and mitigate excessive risk taking .
- Benchmarking: Compensation levels are informed by a peer group that includes distributors/electronics/technology hardware services names (e.g., Insight Enterprises, ePlus, PC Connection, Sanmina, TTM, Zebra) and surveys provided by the Committee’s independent consultant, Pearl Meyer .
Investment Implications
- Pay-for-performance alignment: Conde’s variable pay is predominantly tied to multi-year value drivers (Normalized EPS with rTSR and Adjusted ROIC) and company cash generation (Adjusted EBITDA and FCF Conversion), with clear threshold/target/max structures; FY25 actuals indicate mixed performance (below‑target EBITDA, above‑max FCF Conversion) contributing to a higher FY25 cash incentive outcome .
- Retention and acceleration risk: Retirement eligibility and explicit acceleration features (including on change in control and certain terminations) mean a potential pull-forward of equity value ($769,680 time-based and $549,236 PSU value references as of 6/30/2025) under specified events; this can reduce retention friction in a sale scenario and should be monitored .
- Selling pressure: TBRSUs vest 25% annually and PSUs cliff after three years, moderating routine supply; anti‑pledging reduces forced selling risk from margin calls .
- Governance and safeguards: Prohibitions on hedging/pledging and an enacted clawback policy, combined with defined non‑compete and non‑solicit periods, reduce governance risk and help align incentives with shareholder outcomes .
Appendix: Key Multi-Year Data Points (for context)
| Measure | FY23 | FY24 | FY25 |
|---|---|---|---|
| Performance Award Adjusted EBITDA (non‑GAAP) ($M) | 182.9 | 143.2 | 147.7 |
| Normalized EPS ($) | 4.02 | 3.11 | — |
Notes: Non‑GAAP compensation metrics and reconciliations are provided in Appendix A of the proxy .