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John Swann

Segment President, Detection & Measurement at SPX TechnologiesSPX Technologies
Executive

About John Swann

John W. Swann, III is Segment President, Detection & Measurement (D&M) at SPX Technologies. He joined SPX in 2004, became a corporate officer in 2015, and assumed leadership of D&M in late 2022; prior roles include President of Heating and Location & Inspection, Radiodetection, Weil-McLain and Marley Engineered Products, Hydraulic Technologies, VP of New Venture Development, and Director of Business Development . He is 54, holds a B.A. from Miami University and an MBA from Kennesaw State, and previously worked at PwC and Andersen Consulting . Company performance tied to Swann’s tenure includes 2024 revenue growth of 13.9%, operating income growth of 38.9%, and one-year TSR of 44% (top quartile), while the PSU program pays at 0–200% based on relative TSR versus peers with target at the 55th percentile .

Past Roles

OrganizationRoleYearsStrategic Impact
SPX TechnologiesSegment President, Detection & MeasurementLate 2022–present Leads 4 platforms; D&M revenue nearly $620M last year, ~3x since spin; medium-term margin target 22–24% .
SPX TechnologiesPresident, Heating and Location & Inspection2018–2022 Grew platforms through organic investments and M&A .
SPX TechnologiesPresident, Radiodetection2015–2018 Maintained global leadership in utility locators and robotic wastewater cameras .
SPX TechnologiesPresident, Weil‑McLain & Marley Engineered Products2013–2015 Drove HVAC heating portfolio performance and brand leadership .
SPX TechnologiesPresident, Hydraulic Technologies2011–2013 Led industrial tools business during strategic portfolio evolution .
SPX TechnologiesVP, New Venture Development2010–2011 Advanced corporate growth initiatives via M&A and business development .
SPX TechnologiesDirector, Business Development2004–2010 Executed M&A transactions and integration across SPX platforms .

External Roles

OrganizationRoleYearsStrategic Impact
PricewaterhouseCoopers (PwC)Advisory/Consulting rolesNot disclosed Strategy/M&A experience foundational to SPX growth execution .
Andersen ConsultingAdvisory/Consulting rolesNot disclosed Operations and strategy exposure supporting later platform leadership .

Fixed Compensation

Metric20232024
Annual Base Salary ($)$576,800 $605,640 (5.0% raise effective 3/25/2024)
Target Bonus (% of Base)70% 70%
Actual Bonus Paid ($)$654,071 $657,127
Bonus Payout vs TargetNot disclosed155.0% overall (75% segment at 146.2%; 25% corporate at 181.3%)

Performance Compensation

Annual Incentive Plan – 2024 Corporate Metrics (for corporate-weighted component)

Metric (Weight)Threshold ($mm)Target ($mm)Maximum ($mm)Actual ($mm)Payout %
Adjusted EBITDA (50%)$340.0 $359.0 $385.0 $403.9 200.0%
Adjusted Free Cash Flow (25%)$309.0 $335.0 $369.0 $392.0 200.0%
Adjusted Revenue (25%)$1,829.0 $1,892.0 $1,987.0 $1,916.1 125.3%
Corporate Composite181.3%

Segment component for Swann: 75% weighting; segment performance achievement 146.2%; overall payout 155.0% (blended segment/corporate) .

PSU Design (2024 grants; three-year r-TSR vs peer indices)

ElementDesign
Peer setAggregated S&P 600 Small Cap & S&P 400 Mid Cap Capital Goods indices (103 companies at grant)
Payout curve50% at 30th percentile; 100% at 55th; 200% at 85th; linear interpolation; cap at target if SPX TSR is negative
Weight in LTI mix50% of target LTI
Performance period3 years (e.g., 2024–2026 for 2/28/2024 grants)

2024 LTI Grants – Swann

Award TypeUnitsVesting / TermsGrant Date / PriceGrant-Date Fair Value ($)
Options4,215 33 1/3% annually over 3 years; 10-year term 2/28/2024; $116.40 exercise $214,291
RSUs1,841 33 1/3% annually over 3 years (2/28/2025, 2/28/2026, 2/28/2027) 2/28/2024$214,292
PSUs (target)3,683 3-year r-TSR; 0–200% payout; cap at target if TSR negative 2/28/2024$585,266

Realized 2024 Equity Events – Liquidity Signals

EventQuantityValue Realized ($)
Options exercised25,917 shares $2,149,966
Stock awards vested11,586 shares $1,292,673

Equity Ownership & Alignment

Beneficial Ownership (as of 3/17/2025)

HolderBeneficial SharesOptions/RSUs vesting within 60 days401(k) Shares Included% of Class
John W. Swann, III105,499 32,664 4,192 <1.0%
  • Stock ownership guidelines for executive officers: 3x annual salary; all named executive officers were in compliance as of 3/17/2025 .
  • Hedging and pledging prohibited for directors and executive officers (alignment positive; pledging red flag mitigated) .

Outstanding Equity Awards (12/31/2024 snapshot)

RSUs and PSUs (unvested/unearned):

GrantRSUs Unvested (#)PSUs Unearned (#)Notes
3/01/20221,137 10,232 (assumes 150% performance) RSUs vest 33 1/3% annually; PSUs 3-year r-TSR .
3/01/20231,720 7,740 (assumes 150%) RSUs vest 33 1/3% annually; PSUs 3-year r-TSR .
2/28/20241,841 7,366 (assumes 200%) RSUs vest 33 1/3% annually; PSUs 3-year r-TSR .

Stock Options (exercisable tranches shown):

Grant DateExercisable (#)Exercise Price ($)Expiration
2/20/202010,552 50.09 2/20/2030
3/01/20218,101 58.34 3/01/2031
3/01/20225,760 48.97 3/01/2032
3/01/20231,982 71.93 3/01/2033

Employment Terms

  • Change-in-control: double trigger; accelerated vesting of all unvested PSUs (at target), RSUs, and options upon qualifying termination following a change-in-control .
  • Clawbacks: Dodd-Frank compliant policy (mandatory recovery for restatements; three-year lookback) plus pre-existing misconduct-based clawback; equity awards subject to recovery policy .

Potential Payments (as of 12/31/2024; stock at $145.52)

ScenarioSalary MultipleBonus MultipleAccelerated Equity ($)Other Comp ($)Total ($)
Involuntary without cause / Good reason1x base ($605,640) 1x bonus (greater of prior-year actual or current target; plus delta to actual for year) ($780,395 shown as achieved) $409,258 $154,705 $1,949,998
Termination following change-in-control2x base ($1,211,280) 2x bonus ($1,560,789) $3,655,837 $203,413 $6,631,319
Disability / Death pre-retirement$654,071 $3,655,837 $70,996 $4,380,904

Compensation Program Context

  • Mix: Options (25%), PSUs (50% r-TSR), RSUs (25%); CEO >80% and other NEOs >65% pay at risk; no hedging/pledging; no tax gross-ups on CIC payments; double-trigger CIC only .
  • Peer group used for benchmarking includes Barnes, Chart, Crane, Curtiss‑Wright, Enpro, ESAB, Federal Signal, Franklin Electric, Graco, IDEX, JBT, Nordson, TriMas, Watts Water, Zurn Elkay .
  • Say‑on‑Pay: 97% approval at 2024 meeting; >93% average since 2016 .

Investment Implications

  • Pay-for-performance alignment: Swann’s annual incentive is majority segment-weighted (75%), with 2024 segment achievement at 146.2% and corporate overlay at 181.3% (overall 155.0%); LTI is predominantly performance-based via r‑TSR PSUs with capped payouts if TSR is negative, mitigating windfall risk .
  • Retention and CIC economics: Double-trigger CIC with 2x salary and 2x bonus plus target-level acceleration supports retention while limiting single-trigger windfalls; hedging/pledging prohibitions and stock ownership guidelines (3x salary) strengthen alignment .
  • Vesting cadence and potential selling pressure: 2024 saw option exercises (25,917 shares; $2.15M value realized) and RSU/PSU vesting (~11.6K shares; $1.29M), signaling periodic liquidity events as annual tranches vest through 2027; monitor Form 4s around vest dates .
  • Execution track record: Under SPX’s framework, 2024 delivered 13.9% revenue growth, 38.9% operating income growth, and 44% one-year TSR (top quartile), while D&M scaled to ~$620M revenue and targets 22–24% margins—supporting the PSU r‑TSR construct and segment growth under Swann .