Kristine Frost
About Kristine Frost
Kristine Frost is Chief Human Resources Officer (CHRO) at Standard Motor Products (SMP), appointed July 2023; she previously served as Vice President of Human Resources (Aug 2022–Jul 2023). She is 49, holds a JD from Wayne State University Law School and a BS from Oakland University, and is admitted to the Michigan Bar and the Bar of the Supreme Court of the United States . Company performance context during her tenure: 2024 net sales were $1,463.8M vs $1,358.3M in 2023 (+$105.6M), diluted EPS from continuing operations was $2.41 (vs $2.85 in 2023); Adjusted EPS used for incentives was $3.33; cumulative TSR value per $100 from 12/31/2019 to 12/31/2024 was $65.89 vs $86.10 for the S&P 1500 Auto Parts & Equipment Index, and 2024 say‑on‑pay passed with 99% support .
Past Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| SMP | Vice President of Human Resources | Aug 2022–Jul 2023 | Led HR prior to elevation to CHRO; supported culture, engagement, and succession planning objectives . |
| ITT Inc. (Motion Technologies) | Global Human Resources Executive | Aug 2019–Aug 2022 | Drove global HR for Motion Technologies; supported operational excellence across a diversified, industrial footprint . |
| Certus Automotive, Inc. | Vice President, Global Human Resources | 2017–Jul 2019 | Led global HR in automotive supplier context; supported talent and organizational development . |
| Kamax LP | Interim Vice President of HR, North America | 2016–2017 | Stabilized and led North America HR; supported transition initiatives . |
| Webasto Group | Vice President, Human Resources & Legal Affairs | 2011–2016 | Led HR and legal; earlier HR leadership roles from 2001–2011 built deep functional capability . |
External Roles
- Legal memberships: Michigan Bar; Bar of the Supreme Court of the United States .
Fixed Compensation
- Not specifically disclosed for Frost; she is not a Named Executive Officer (NEO) in 2024 (NEOs are CEO, COO, CCO, CFO, CLO) .
Performance Compensation
Company-wide executive incentive design applies to senior executives, including CHRO.
| Metric | Weighting | Target (if disclosed) | Actual (FY 2024) | Payout Factor | Vesting/Timing |
|---|---|---|---|---|---|
| Adjusted EPS YoY Improvement | 75% of Company financial component | Targets set annually by Compensation Committee (not disclosed) | Incorporated into overall Company financial result | Contributed to 142.4% payout for the Company financial component | Annual cash bonus (2024 cycle) |
| Adjusted Free Cash Flow Conversion | 25% of Company financial component | Targets set annually (not disclosed) | Incorporated into overall Company financial result | Contributed to 142.4% payout for the Company financial component | Annual cash bonus (2024 cycle) |
| Management by Objectives (MBOs) — market growth, operational improvement, sustainability/culture/engagement, tech readiness | 30% of total cash bonus target | Objectives set annually (not disclosed) | Achieved broadly across objectives | 98.6% payout for MBO component | Annual cash bonus (2024 cycle) |
| Performance Shares — Return on Invested Capital (ROIC) | 67% of PSU score | Three-year performance period | Company exceeded 2022–2024 PSU threshold; 50.7% payout on 2022 grant; 2024–2026 grant active | PSU vesting interpolated 0–200% of target | Vests after 3 years (PSUs settle Nov 9 in vesting year) |
| Performance Shares — Organic Sales Growth | 33% of PSU score | Three-year performance period | Company exceeded 2022–2024 PSU threshold; 50.7% payout on 2022 grant; 2024–2026 grant active | PSU vesting interpolated 0–200% of target | Vests after 3 years (PSUs settle Nov 9 in vesting year) |
Key design note:
- Equity awards are granted based on set dollar value divided by 20-day VWAP; Committee currently grants restricted stock and PSUs (no options/SARs) .
Equity Ownership & Alignment
| Policy/Item | Details |
|---|---|
| Stock Ownership Guideline (CHRO) | Must hold SMP shares equal to 50% of base salary; timeline to meet guideline set at Compensation Committee’s discretion . |
| Mandatory Holding Period | Required to hold for 2 years any shares acquired upon vesting/exercise (net of taxes/exercise price); exception for long-term retention RS awards . |
| Hedging/Pledging | Expressly prohibited for all directors and employees, including officers (no hedging, derivatives, or pledging) . |
| Vesting — Standard Restricted Stock | Three-year cliff; vests on Nov 9 of the calendar year including third anniversary of grant; accelerates on death, disability, change in control, or retirement at/after 65 (per plan terms) . |
| Vesting — Long-Term Retention RS | Age-based tranches: 25% at age 60, 25% at 63, balance at 65; grants to participants over 65 vest in 1 year . |
| Vesting — Performance Shares | Three-year performance and time-based vesting; settle on Nov 9 in vesting year; metrics are ROIC and Organic Sales Growth . |
Employment Terms
| Topic | Frost-Specific Disclosure | Company Policy/Plan Terms |
|---|---|---|
| Employment Agreement | Not disclosed | N/A |
| Severance Agreement | None disclosed for Frost; only COO (James J. Burke) has a Severance Compensation Agreement (3x salary+standard bonus; benefits; single-trigger change-in-control termination provisions) . | |
| Change-of-Control (Omnibus Plan) | Equity subject to plan terms | Upon change of control, unvested time-based awards vest; options/SARs become exercisable; performance awards vest at target unless previously earned; replacement awards may continue; minimum protections for replacement awards . |
| SERP (Defined Contribution) | Executives and eligible employees may defer; Company contributes annually; accounts fully vested and funded via rabbi trust upon change-of-control . | |
| Clawback | Applies to current/former executive officers; recovery of incentive comp in event of material restatement under NYSE Rule 10D‑1 . | |
| Insider Trading | Policy prohibits trading on MNPI; hedging/pledging banned; blackout periods for insiders . |
Company Performance Snapshot (context for pay-for-performance)
| Metric | FY 2023 | FY 2024 |
|---|---|---|
| Net Sales ($M) | $1,358.3 | $1,463.8 |
| Diluted EPS from Continuing Operations ($) | $2.85 | $2.41 |
| Adjusted EPS (used for incentives) ($) | $2.98 | $3.33 |
| Net Income ($M) | $34.352 | $28.476 |
| Cumulative TSR Value of $100 (since 12/31/2019) | $81.80 | $65.89 |
| S&P 1500 Auto Parts & Equipment Index ($100) | $108.43 | $86.10 |
Compensation Governance and Peer Benchmarking
- Compensation Committee (independent directors) oversees executive pay, succession planning, culture/engagement; engaged Frederic W. Cook & Co. in 2024 for program assessment .
- Peer Group (2024 setting, used to benchmark 2024 pay): Cooper-Standard, Gentherm, CTS, Distribution Solutions Group, Modine, Dorman, Stoneridge, EnPro, Shyft . Updated peer group for 2025 includes Astec, Atmus, Barnes, CMCO, Dorman, Enpro, Fox Factory, Gentherm, Helios, Kimball, MPAA, Park-Ohio, Shyft, Stoneridge, CTS, VSE .
- 2024 say‑on‑pay approval: 99% of votes cast supported NEO compensation program .
Risk Indicators & Red Flags
- Positive: Strict anti-hedging/pledging, mandatory holding periods, clawback policy, no excise tax gross-ups in incentive plan, minimum one-year vesting, no option/SAR repricing without shareholder approval .
- Potential concerns: Company TSR underperformed the industry index over 2019–2024, though Adjusted EPS improved in 2024; equity dilution potential monitored (2024 outstanding awards + pool implied dilution ~8.01%) .
Investment Implications
- Alignment: CHRO is subject to ownership guideline of 50% of base salary and two-year post-vest holding, with hedging/pledging prohibited—reduces misalignment and hedging risk .
- Incentives linked to execution: Annual cash bonuses tied 70% to company financials (Adjusted EPS and FCF conversion) and 30% to MBOs including sustainability and culture; PSUs tied to ROIC and organic sales growth—directly align the HR function’s culture/engagement objectives with pay outcomes .
- Retention risk: No individualized severance/change-in-control agreement disclosed for Frost; retention relies on ongoing RS/PSU grants and SERP—monitor future grants and vesting cadence; long-term retention RS structures (age-based) can anchor senior executive tenure .
- Trading signals: Mandatory holding periods and anti-pledging minimize near-term selling pressure; watch Form 4 filings for any discretionary sales around vesting dates and PSU settlements (company-wide PSU settlements typically occur in November) .