Sean McClenaghan
SPX TechnologiesAbout Sean McClenaghan
Sean McClenaghan is Segment President, HVAC at SPX Technologies, serving in this role since early 2024 after joining SPX in September 2022 as President, Global Cooling; he is 59, holds a Bachelor of Chemical Engineering from Georgia Tech and an MBA from Harvard, and previously led RWC’s Americas business for eight years with prior roles at DuPont, McKinsey, CHB Capital, and Egon Zehnder . Company performance during 2024 included 44% one-year TSR, 13.9% revenue growth, and 38.9% operating income growth, underpinning strong pay-for-performance alignment for segment leaders like McClenaghan . The HVAC segment highlighted ~$1.1B of 2023 revenue with a clear path for margin and income growth as part of SPX’s engineered air movement, electric heat, and cooling adjacencies strategy .
Past Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| Reliance Worldwide Corporation (RWC) | CEO, Americas business | 2014–2022 (8 years) | Led Americas operations and commercial execution before joining SPX . |
| SPX Technologies | President, Global Cooling | Sep 2022–early 2024 | Ran Global Cooling ahead of promotion to Segment President, HVAC . |
| DuPont | Engineering/Operations/Business Mgmt roles (Process Control Design Engineer → Plant Manager → Global Business Manager) | Not disclosed | End-to-end industrial/operations skillset foundational for HVAC execution . |
| McKinsey; CHB Capital Partners; Egon Zehnder | Strategic consulting/business development roles | Over 15 years (aggregate) | Strategy, talent, and business development experience applicable to SPX’s M&A and growth playbook . |
External Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| Sto Corp. | Director | Not disclosed | Governance and industry insights; board experience complements SPX leadership . |
Fixed Compensation
| Item | 2024 Value |
|---|---|
| Base Salary | $605,640 . |
| Target Bonus % of Salary | 70% . |
| Actual Bonus Paid | $780,395 (184.1% of target) . |
Performance Compensation
| Metric | Weighting | Threshold | Target | Maximum | Actual | Payout | Vesting/Notes |
|---|---|---|---|---|---|---|---|
| Adjusted EBITDA (Corporate) | 50% | $340.0mm | $359.0mm | $385.0mm | $403.9mm | 200.0% | Annual bonus; corporate component used for segment leaders . |
| Adjusted Free Cash Flow (Corporate) | 25% | $309.0mm | $335.0mm | $369.0mm | $392.0mm | 200.0% | Annual bonus; corporate component used for segment leaders . |
| Adjusted Revenue (Corporate) | 25% | $1,829.0mm | $1,892.0mm | $1,987.0mm | $1,916.1mm | 125.3% | Annual bonus; corporate component used for segment leaders . |
| HVAC Segment Performance (confidential metrics) | 75% | Not disclosed | Not disclosed | Not disclosed | 185.0% (segment achievement) | 185.0% | Company does not disclose specific segment targets due to competitive sensitivity . |
| Sean McClenaghan Total Bonus Outcome | — | — | — | — | — | 184.1% of target | Composite based on 75% segment + 25% corporate . |
Long-term incentives (2024 grants):
- Options: 5,269 options at $116.40 exercise price; vest 33 1/3% annually over 3 years; 10-year term .
- PSUs: 4,603 target units (0–200% payout) based on 3-year relative TSR vs S&P 600/400 Capital Goods peer set; payout capped at target if SPX TSR is negative .
- RSUs: 2,302 units; vest 33 1/3% annually on 2/28/2025, 2/28/2026, 2/28/2027 .
Grant-date fair values (2024):
- PSUs: $731,463 .
- RSUs: $267,953 .
- Options: $267,876 .
Equity Ownership & Alignment
| Ownership Element | Detail |
|---|---|
| Beneficial Ownership (common) | 24,897 shares; <1% of class . |
| Right to Acquire within 60 days | 19,444 (options exercisable/RSUs vesting within 60 days) . |
| 401(k) holdings | 427 shares via 401(k) Plan . |
| Outstanding Equity (key items at 12/31/2024) | 2022 RSUs: 2,961 (time-based); 2022 options: 6,862 unexercisable/13,723 exercisable at $55.22; 2023 RSUs: 1,720; 2023 PSUs: 7,740; 2023 options: 3,966 unexercisable/1,982 exercisable at $71.93; 2024 RSUs: 2,302; 2024 PSUs: 9,206 (payout-value display basis); 2024 options: 5,269 unexercisable at $116.40 . |
| Stock Ownership Guidelines | Other Executive Officers: 3x salary target; all NEOs in compliance as of Mar 17, 2025 . |
| Hedging/Pledging | Prohibited for directors and officers; enhances alignment . |
| Clawbacks | Dodd-Frank compliant clawback adopted Dec 1, 2023 (3-year lookback; applies even absent misconduct) plus prior Sarbanes-Oxley related policy; awards subject to recovery policy . |
Option exercises/stock vested in 2024:
| Item | 2024 Activity |
|---|---|
| Options Exercised | None . |
| Stock Vested | 3,821 shares; $572,944 value realized (closing price on vest dates), subject to tax-withholding share surrenders . |
Employment Terms
| Scenario (as of 12/31/2024; stock $145.52) | Salary Multiple | Bonus Multiple | Accelerated Equity | Other Benefits | Total Illustrative Value |
|---|---|---|---|---|---|
| Involuntary without Cause / Resignation for Good Reason | 1x ($605,640) | 1x ($792,207; highest of prior-year actual or current target, plus any incremental current-year performance award above that baseline) | $757,837 (awards vesting within 1 year) | Outplacement up to $35,000; 1 year health & welfare; other items per policy | $2,229,803 . |
| Termination Following Change in Control (double trigger) | 2x ($1,211,280) | 2x ($1,584,415; highest of prior-year actual or current target plus incremental performance) | $3,501,808 (all unvested equity at target; PSUs at target) | Outplacement up to $35,000; 2 years health & welfare; other items per policy | $6,405,882 . |
| Disability or Death (pre-retirement) | — | $792,207 (pro-rated highest of prior-year actual or current target) | $3,501,808 (full acceleration) | $4,860 other compensation | $4,298,875 . |
Notes:
- SPX uses double-trigger CIC treatment with immediate vesting of unvested equity at target levels upon qualifying termination following CIC; no tax gross-ups; no single-trigger payments .
- Executive bonus plan ranges 0–200% of target; segment metrics for HVAC not disclosed due to competitive sensitivity .
Investment Implications
- Pay-for-performance alignment: Corporate bonus metrics (Adjusted EBITDA, FCF, Revenue) overachieved in 2024; HVAC segment attainment delivered 185% for segment component → McClenaghan’s total payout at 184.1% of target, consistent with SPX’s 44% TSR and double-digit revenue/operating income growth .
- Retention risk and selling pressure: Significant multi-year RSU/PSU/option vesting schedules (2025–2027) and no 2024 option exercises reduce near-term selling pressure; upcoming vest dates may create intermittent supply, but ownership guidelines and hedging/pledging prohibitions mitigate misalignment risk .
- Change-in-control economics: Double-trigger CIC with 2x salary and 2x bonus plus full equity acceleration (at target) provides robust protection without single-trigger or tax gross-ups; clawbacks add discipline, lowering governance risk premium .
- Execution signals: HVAC strategy emphasizes engineered air movement, electric heat, and cooling adjacencies, with ongoing M&A pipeline and synergy focus across channels—supportive of continued segment income expansion and margin improvement initiatives under McClenaghan’s leadership .
- Shareholder sentiment backdrop: Say-on-Pay approval ~97% in 2024 (93% average since 2016) indicates broad investor support for SPX’s compensation design, enhancing stability of incentive frameworks tied to performance .