John Swann
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
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| SPX Technologies | Segment President, Detection & Measurement | Late 2022–present | Leads 4 platforms; D&M revenue nearly $620M last year, ~3x since spin; medium-term margin target 22–24% . |
| SPX Technologies | President, Heating and Location & Inspection | 2018–2022 | Grew platforms through organic investments and M&A . |
| SPX Technologies | President, Radiodetection | 2015–2018 | Maintained global leadership in utility locators and robotic wastewater cameras . |
| SPX Technologies | President, Weil‑McLain & Marley Engineered Products | 2013–2015 | Drove HVAC heating portfolio performance and brand leadership . |
| SPX Technologies | President, Hydraulic Technologies | 2011–2013 | Led industrial tools business during strategic portfolio evolution . |
| SPX Technologies | VP, New Venture Development | 2010–2011 | Advanced corporate growth initiatives via M&A and business development . |
| SPX Technologies | Director, Business Development | 2004–2010 | Executed M&A transactions and integration across SPX platforms . |
External Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| PricewaterhouseCoopers (PwC) | Advisory/Consulting roles | Not disclosed | Strategy/M&A experience foundational to SPX growth execution . |
| Andersen Consulting | Advisory/Consulting roles | Not disclosed | Operations and strategy exposure supporting later platform leadership . |
Fixed Compensation
| Metric | 2023 | 2024 |
|---|---|---|
| Annual Base Salary ($) | $576,800 | $605,640 (5.0% raise effective 3/25/2024) |
| Target Bonus (% of Base) | 70% | 70% |
| Actual Bonus Paid ($) | $654,071 | $657,127 |
| Bonus Payout vs Target | Not disclosed | 155.0% overall (75% segment at 146.2%; 25% corporate at 181.3%) |
Performance Compensation
Annual Incentive Plan – 2024 Corporate Metrics (for corporate-weighted component)
| Metric (Weight) | Threshold ($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 | $1,916.1 | 125.3% |
| Corporate Composite | — | — | — | — | 181.3% |
Segment component for Swann: 75% weighting; segment performance achievement 146.2%; overall payout 155.0% (blended segment/corporate) .
PSU Design (2024 grants; three-year r-TSR vs peer indices)
| Element | Design |
|---|---|
| Peer set | Aggregated S&P 600 Small Cap & S&P 400 Mid Cap Capital Goods indices (103 companies at grant) |
| Payout curve | 50% at 30th percentile; 100% at 55th; 200% at 85th; linear interpolation; cap at target if SPX TSR is negative |
| Weight in LTI mix | 50% of target LTI |
| Performance period | 3 years (e.g., 2024–2026 for 2/28/2024 grants) |
2024 LTI Grants – Swann
| Award Type | Units | Vesting / Terms | Grant Date / Price | Grant-Date Fair Value ($) |
|---|---|---|---|---|
| Options | 4,215 | 33 1/3% annually over 3 years; 10-year term | 2/28/2024; $116.40 exercise | $214,291 |
| RSUs | 1,841 | 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 | $585,266 |
Realized 2024 Equity Events – Liquidity Signals
| Event | Quantity | Value Realized ($) |
|---|---|---|
| Options exercised | 25,917 shares | $2,149,966 |
| Stock awards vested | 11,586 shares | $1,292,673 |
Equity Ownership & Alignment
Beneficial Ownership (as of 3/17/2025)
| Holder | Beneficial Shares | Options/RSUs vesting within 60 days | 401(k) Shares Included | % of Class |
|---|---|---|---|---|
| John W. Swann, III | 105,499 | 32,664 | 4,192 | <1.0% |
- Stock ownership guidelines for executive officers: 3x annual salary; all named executive officers were in compliance as of 3/17/2025 .
- Hedging and pledging prohibited for directors and executive officers (alignment positive; pledging red flag mitigated) .
Outstanding Equity Awards (12/31/2024 snapshot)
RSUs and PSUs (unvested/unearned):
| Grant | RSUs Unvested (#) | PSUs Unearned (#) | Notes |
|---|---|---|---|
| 3/01/2022 | 1,137 | 10,232 (assumes 150% performance) | RSUs vest 33 1/3% annually; PSUs 3-year r-TSR . |
| 3/01/2023 | 1,720 | 7,740 (assumes 150%) | RSUs vest 33 1/3% annually; PSUs 3-year r-TSR . |
| 2/28/2024 | 1,841 | 7,366 (assumes 200%) | RSUs vest 33 1/3% annually; PSUs 3-year r-TSR . |
Stock Options (exercisable tranches shown):
| Grant Date | Exercisable (#) | Exercise Price ($) | Expiration |
|---|---|---|---|
| 2/20/2020 | 10,552 | 50.09 | 2/20/2030 |
| 3/01/2021 | 8,101 | 58.34 | 3/01/2031 |
| 3/01/2022 | 5,760 | 48.97 | 3/01/2032 |
| 3/01/2023 | 1,982 | 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 $145.52)
| Scenario | Salary Multiple | Bonus Multiple | Accelerated Equity ($) | Other Comp ($) | Total ($) |
|---|---|---|---|---|---|
| Involuntary without cause / Good reason | 1x 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-control | 2x 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 .