Gene Lowe
SPX TechnologiesAbout Gene Lowe
Eugene J. Lowe III is President and CEO of SPX Technologies, serving since September 26, 2015 and a director since 2015; he is age 57, holds a BS in Management Science from Virginia Tech and an MBA from Dartmouth’s Tuck School of Business . Under his leadership, SPX delivered 2024 one-year TSR of 44%, revenue growth of 13.9%, and operating income growth of 38.9%; compensation metrics for 2024 included adjusted EBITDA of $403.9 million, adjusted revenue of $1,916.1 million, and adjusted free cash flow of $392.0 million, all driving above-target annual incentive payouts . The company guided to another double-digit increase in adjusted EBITDA and adjusted EPS for 2025 at the midpoint, excluding additional capital deployment, reflecting continued backlog strength and strategic execution .
Past Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| SPX Technologies | Segment President, Thermal Equipment & Services | 2013–2015 | Led thermal platform; operations and margin execution foundation for later company-wide performance . |
| SPX Technologies | President, Global Evaporative Cooling | 2010–2013 | Drove growth and portfolio execution in cooling; global commercial leadership . |
| SPX Technologies | VP, Global Business Development & Marketing (Thermal E&S) | 2008–2010 | Corporate development and marketing shaping strategic footprint . |
| Milliken & Company; Lazard Technology Partners; Bain & Company; Andersen Consulting | Various roles | Not disclosed | Built multi-industry strategy, investing, and consulting toolkit applicable to industrial value creation . |
External Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| Federal Signal Corporation | Director | Current (start year not disclosed) | Cross-industry oversight; information flow from adjacent industrials . |
Board Governance
- Board service: Director since 2015; current committees: none .
- Independence: Lowe (CEO) is not independent under NYSE and company Independence Standards; Board maintains a substantial majority of independent directors .
- Chair/CEO structure: Roles separated; Patrick J. O’Leary is non-employee Chairman; if roles combine, Board would appoint a Lead Independent Director per guidelines .
- Board activity: Board met 6 times in 2024; all directors met at least 75% attendance; non-employee directors meet regularly in executive session without management .
- Director pay: Employees receive no director compensation; Lowe received none for director service in 2024 .
Fixed Compensation
| Component (2024) | Amount | Notes |
|---|---|---|
| Base Salary | $1,085,644 | Increased to $1,097,200 effective 3/25/2024 (+6.0%) . |
| Director Fees | $0 | Executives do not receive director compensation . |
| All Other Compensation (total) | $201,660 | See breakdown below . |
| 2024 Perks and Other (detail) | Amount |
|---|---|
| Financial planning | $14,783 |
| Matching gift | $10,000 |
| Company aircraft personal use (incremental cost) | $19,168 |
| Group term life (> $50k) imputed income | $4,902 |
| 401(k) match | $17,250 |
| SRSP (nonqualified plan) employer match | $135,557 |
Performance Compensation
| Annual Incentive Design (2024) | Weight | Threshold | Target | Max | Actual | Payout |
|---|---|---|---|---|---|---|
| Adjusted EBITDA ($mm) | 50% | 340.0 | 359.0 | 385.0 | 403.9 | 200.0% |
| Adjusted Free Cash Flow ($mm) | 25% | 309.0 | 335.0 | 369.0 | 392.0 | 200.0% |
| Adjusted Revenue ($mm) | 25% | 1,829.0 | 1,892.0 | 1,987.0 | 1,916.1 | 125.3% |
| Total Corporate Payout | — | — | — | — | — | 181.3% |
| CEO Bonus Outcome (2024) | Target % of Salary | Bonus Achieved (% of Target) | Total Bonus |
|---|---|---|---|
| Eugene J. Lowe III | 110% | 181.3% | $2,188,359 |
| Long-Term Incentives (2024 grants) | Target LTI Value | Options (#) | Option Exercise Price | Expiration | PSUs (#, target) | RSUs (#) | Vesting |
|---|---|---|---|---|---|---|---|
| Lowe | $4,600,000 | 24,238 | $116.40 | 02/28/2034 | 21,175 | 10,587 | Options/RSUs vest 33 1/3% per year over 3 years; RSU vest dates: 2/28/2025, 2/28/2026, 2/28/2027; PSUs based on 3-year r-TSR (2024–2026) with 0–200% payout, threshold 30th percentile, target 55th, max 85th; payout capped at target if TSR negative . |
| PSU Performance (prior cycle) | Period | Metric | Outcome | Payout |
|---|---|---|---|---|
| 2022 PSUs (excluding later hires) | 1/1/2022–12/31/2024 | Relative TSR vs S&P 600 Small Cap Capital Goods | TSR 184.4%; 90th percentile | 150% of target |
Equity Ownership & Alignment
| Beneficial Ownership (as of 3/17/2025) | Shares Owned | Rights to Acquire within 60 days (options/RSUs) | Total Ownership | % of Class |
|---|---|---|---|---|
| Eugene J. Lowe III | 1,099,044 | 411,850 | 1,099,044 | 2.33% |
| Unvested and Unearned Awards (12/31/2024) | RSUs (#) | RSUs Market Value ($) | PSUs (#, unearned) | PSU Market Value Assumption |
|---|---|---|---|---|
| 3/1/2022 RSUs | 6,497 | $945,443 (at $145.52) | — | — |
| 3/1/2022 PSUs | — | — | 58,469 | $8,508,336 assuming 150% payout, $145.52 |
| 3/1/2023 RSUs | 9,746 | $1,418,238 (at $145.52) | — | — |
| 3/1/2023 PSUs | — | — | 43,857 | $6,382,071 assuming 150% payout, $145.52 |
| 2/28/2024 RSUs | 10,587 | $1,540,620 (at $145.52) | — | — |
| 2/28/2024 PSUs | — | — | 42,350 | $6,162,772 assuming 200% payout cap used for table value |
- Ownership guidelines: CEO required to hold 5x annual salary; SPX states all named executive officers were in compliance as of March 17, 2025 .
- Hedging and pledging: Prohibited for directors and executive officers .
- Insider selling pressure: In 2024, Lowe exercised 378,449 options realizing $38.6 million, and sold shares solely to fund exercise price and related taxes; this is less indicative of discretionary selling pressure .
Employment Terms
| Scenario (assume 12/31/2024; stock $145.52) | Salary | Bonus | Accelerated Equity | Other Compensation | Total |
|---|---|---|---|---|---|
| Voluntary resignation / termination for cause | — | — | — | $134,615 | $134,615 |
| Disability | — | $2,277,000 | $20,861,363 | $134,615 | $23,272,978 |
| Death pre-retirement | — | $2,277,000 | $20,861,363 | $134,615 | $23,272,978 |
| Involuntary without cause / resignation for good reason | $2,194,200 (2x salary) | $4,554,000 (2x bonus definition per policy) | $8,957,037 (awards vesting within 2 years) | $308,741 (benefits/outplacement, etc.) | $16,013,978 |
| Termination following change in control (double-trigger) | $3,291,300 (3x salary) | $6,831,000 (3x bonus definition per policy) | $20,861,363 (all unvested PSUs at target, RSUs, Options) | $370,804 | $31,354,467 |
- Contract structure: CEO employment agreement initially effective in 2015, auto-renews annually unless 180-day notice prior to expiration; includes defined salary, bonus opportunity, severance entitlements, and allowances for tax preparation/financial planning .
- Triggers: SPX uses double-trigger CIC for equity; PSUs vest at target on qualifying termination post-CIC; no tax gross-ups on CIC payments .
- Clawbacks: Dodd-Frank compliant clawback (3-year lookback) and prior Sarbanes-Oxley-based policy; award agreements subject to recovery policy .
Compensation Structure Analysis
| Element | 2023 | 2024 | Change |
|---|---|---|---|
| Salary | $1,026,849 | $1,085,644 | +5.7% YoY (administrative raise; formal rate +6.0%) |
| Stock Awards (RSUs/PSUs fair value) | $3,175,978 | $4,597,246 | Increased emphasis on performance equity . |
| Option Awards (fair value) | $1,051,658 | $1,232,260 | Maintains 25% LTI mix via options . |
| Non-Equity Incentive (bonus) | $2,277,000 | $2,188,359 | Above target payout (181.3%) driven by EBITDA/FCF outperformance . |
- Pay mix: >80% of CEO compensation at-risk; majority of LTI is performance-based (PSUs with r-TSR) .
- Peer benchmarking: Target pay positioned around market median across base, annual incentive target %, and LTI mix; PSU target percentile at 55th (threshold 30th; max 85th) .
- Governance safeguards: No repricing/backdating without shareholder approval; no hedging/pledging; no single-trigger CIC; no tax gross-ups .
Say-on-Pay & Shareholder Feedback
- Say-on-Pay approval: ~97% support at 2024 annual meeting; average >93% since 2016 .
- Engagement: Outreach to holders of ~75% of common stock during the year; program responsive to investor feedback .
Investment Implications
- Alignment strong: CEO owns ~2.33% of shares, is in compliance with 5x salary ownership guidelines, and is prohibited from hedging/pledging; 2024 bonus tied to EBITDA/FCF/revenue with transparent payout curves .
- Performance-linked LTI: 50% PSUs with r-TSR against a broad capital goods peer set and capped at target if TSR is negative; the 2022–2024 PSU cycle paid 150% on 90th percentile TSR, reinforcing pay-for-performance .
- Retention and CIC economics: Double-trigger CIC with full equity acceleration at target and 3x salary/bonus for CEO; involuntary termination protection at 2x salary/bonus and partial equity acceleration—supportive of stability but meaningful severance obligations if a sale occurs .
- Selling pressure: 2024 option exercises were accompanied by sales solely to fund exercise price and taxes, limiting discretionary sell signal; continue monitoring future vesting/exercise cadence for liquidity-driven sales .
- Governance quality: Separate Chair/CEO, majority independent board, regular executive sessions, high Say-on-Pay support, robust clawbacks—low governance red flag profile .