Kimberly Ulmer
Senior Vice President and Chief Accounting Officer at SLGN
Executive
About Kimberly Ulmer
Kimberly I. Ulmer, age 57, is Senior Vice President and Chief Financial Officer of Silgan Holdings (SLGN) since March 2023, following prior roles as SVP Finance & Treasurer, VP Finance & Treasurer, and VP & Controller since joining Silgan in 2004; earlier she held accounting leadership roles at GE Vendor Financial Services and Quebecor World (World Color Press) . In 2024, SLGN delivered net income of $276.4 million and Adjusted EBITDA of $881.5 million, with Company TSR value of $180.13 on a $100 base (vs. $154.21 in 2023) . Ulmer’s 2024 bonus was tied to Company Adjusted EBIT (financial) and corporate initiatives (non‑financial), achieving 96.1% of budgeted Adjusted EBIT and 109.5% of non‑financial goals, resulting in a 51.19%‑of‑salary bonus .
Past Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| Silgan Holdings | CFO (SVP) | Mar 2023–present | Leads corporate finance, capital allocation, FP&A; transitioned from Treasurer role to CFO |
| Silgan Holdings | SVP Finance & Treasurer | Jan 2022–Mar 2023 | Corporate treasury and finance leadership; CFO succession path |
| Silgan Holdings | VP Finance & Treasurer | Jan 2018–Dec 2021 | Oversaw finance and treasury during growth and M&A phase |
| Silgan Holdings | VP & Controller; Controller | Mar 2006–Jan 2018; Sep 2004–Mar 2006 | Built reporting and controls foundation during scale‑up |
| GE Vendor Financial Services (GE Capital) | Controller, Accounting Policies & Compliance | May 2003–Sep 2004 | Policy and compliance oversight in financial services |
| Quebecor World (World Color Press) | VP Assistant Controller; other accounting roles | Aug 1997–Apr 2003 | Corporate accounting leadership at major printer |
Fixed Compensation
| Metric | 2023 | 2024 |
|---|---|---|
| Base Salary ($) | 455,817 | 525,000 |
| Salary Adjustments | CFO appointment; competitive adjustment noted | +3.0% COLA plus additional +7.53% linked to CFO appointment competitiveness |
Performance Compensation
Annual Cash Bonus (2024 Holdings Officer Program)
| Component | Weighting of Target Bonus | Target Definition | Actual (2024) | Payout Basis | Payout (% of Salary) | Payout ($) |
|---|---|---|---|---|---|---|
| Financial Goal (Adjusted EBIT) | 75% of 50% target bonus (i.e., 37.5% of salary) | Actual vs budgeted Adjusted EBIT; 96–104% yields full payout | 96.1% of budget | Full payout of 37.5% of salary | 37.5% | Part of $268,748 total |
| Non‑Financial Goals (Corporate initiatives) | 25% of 50% target bonus (i.e., 12.5% of salary) | Corporate development, finance, tax, legal, IR initiatives | 109.5% achievement | 109.5% × 12.5% = 13.69% of salary | 13.69% | Part of $268,748 total |
| Total Annual Bonus | — | — | — | — | 51.19% of salary | 268,748 |
Notes:
- 2024 bonus target was 50% of salary; max 100% of salary under program design .
- Program structure and financial/non‑financial definitions per Compensation Committee .
Equity Awards (Grants and Vesting)
| Grant Date | Award Type | RSUs (#) | Grant‑Date Fair Value ($) | Vesting Schedule |
|---|---|---|---|---|
| Mar 1, 2024 | Retention RSUs | 15,300 | 671,746 | 3,060 RSUs each Mar 1, 2025–2029 |
| Mar 1, 2024 | Performance RSUs | 6,500 | 285,383 | 2,167/2,166/2,167 on Mar 1, 2025/2026/2027 (criteria attained) |
| May 2023 | Performance RSUs | 25,000 | Included in 2023 totals | 8,333/8,334/8,333 on Mar 1, 2025/2026/2027 (criteria attained) |
No stock options were outstanding for any employees, including NEOs, as of Dec 31, 2024 .
Equity Ownership & Alignment
| Item | Detail |
|---|---|
| Beneficial Ownership (Common) | 58,315 shares owned directly |
| Ownership as % of Outstanding | ≈0.05% (58,315 / 106,993,180 shares outstanding as of Apr 4, 2025) |
| RSUs Vested in 2024 | 13,873 shares; value realized $609,094 |
| Unvested RSUs Outstanding (Dec 31, 2024) | 46,287 total across schedules; market value shown below |
| Stock Ownership Guidelines | CFOs/NEOs must hold 3× base salary; 5‑year transition period |
| Hedging/Pledging | Prohibited: no hedging, margin, or pledging of SLGN stock |
| Trading Windows | Additional restrictions for directors/officers; pre‑clearance required outside window |
Unvested RSUs and Market Value (at $52.05/share as of Dec 31, 2024):
| RSUs Group | Unvested (#) | Market Value ($) |
|---|---|---|
| 1,520 vest 3/1/2025 | 1,520 | 79,116 |
| 1,000 vest 500/500 in 2025/2026 | 1,000 | 52,050 |
| 3,300 vest 1,100 p.a. 2025–2027 | 3,300 | 171,765 |
| 2,000 vest 500 p.a. 2025–2028 | 2,000 | 104,100 |
| 16,667 vest 8,334/8,333 in 2025/2026 | 16,667 | 867,517 |
| 15,300 vest 3,060 p.a. 2025–2029 | 15,300 | 796,365 |
| 6,500 vest 2025–2027 (performance met) | 6,500 | 338,325 |
Implication: Significant RSU vesting clusters annually around March 1, which can create periodic liquidity/selling events; note anti‑hedging/pledging restrictions mitigate misalignment risks .
Employment Terms
| Provision | Terms |
|---|---|
| Severance (termination without cause) | Lump sum equal to current annual salary; plus pro‑rata bonus for year if termination is involuntary |
| Change‑of‑Control RSU Treatment | Single trigger vesting only if awards are not assumed; if assumed, double‑trigger: immediate vesting if terminated without cause within 24 months post‑CoC |
| Estimated Immediate Vest Value (CoC) | $2,409,238 for Ulmer’s unvested RSUs at $52.05/share |
| Clawback Policy | Adopted Nov 1, 2023; recoup erroneously awarded incentive comp for 3 fiscal years preceding a restatement (beginning on/after Oct 2, 2023) |
| Retirement & Benefits | Participates in pension (20 years credited; PVAB $498,266) ; Supplemental Plan contributions $67,379 (aggregate balance $381,116) ; 401(k) contributions $6,600; dividend equivalents $16,327; group term life premiums $3,808 |
Performance & Track Record
| Metric | 2023 | 2024 |
|---|---|---|
| Net Income ($000s) | 325,965 | 276,377 (includes higher rationalization and acquisition related costs) |
| Adjusted EBITDA ($000s) | 870,694 | 881,460 (101.2% of 2023; bonus goal basis) |
| Company TSR (Value of $100) | 154.21 | 180.13 |
Shareholder feedback: ~98% Say‑on‑Pay approval for 2023 NEO compensation at 2024 meeting; Committee made no changes as a result .
Compensation Committee Analysis (Context)
- Salary setting references manufacturing/packaging comparables (Aptar, Avery Dennison, Ball, Berry Global, Crown, Graphic Packaging, Greif, O‑I, Packaging Corp of America, Pactiv Evergreen, Sealed Air, Sonoco, Sylvamo); not strict benchmarking, used for competitiveness context .
- Equity mix emphasizes RSUs and performance RSUs (no options), with dividend equivalents; annual retention/performance awards structured to sustain unvested RSU multiples of salary over time .
Investment Implications
- Alignment: Strong governance (anti‑hedging/pledging; ownership guidelines at 3× salary; clawback policy) reduces misalignment risk and limits leverage/hedging behavior .
- Retention vs. Selling Pressure: Layered RSU schedules vest annually around March 1 through 2029, implying recurring potential sell windows; double‑trigger CoC vesting mitigates windfall risks absent termination .
- Performance linkage: Cash bonus tied to Adjusted EBIT and corporate initiatives produced a disciplined 51.19%‑of‑salary payout despite net income headwinds; Adjusted EBITDA grew ~1.2% YoY, supporting pay‑for‑performance calibration .
- Severance economics: CFO severance at 1× salary (plus pro‑rata bonus if involuntary) is moderate, limiting change‑in‑control and termination downside for shareholders versus higher multiples often seen at peers .
- Shareholder support: High Say‑on‑Pay approval (~98%) and RSU‑only equity design suggest low repricing/red‑flag risk and broad investor acceptance of compensation structure .