Jeremy Gilstrap
Simpson Manufacturing Co.About Jeremy Gilstrap
Executive Vice President, Innovation at Simpson Manufacturing (SSD). Age 52; executive officer tenure 2 years; company tenure 24 years. BS and MS in Civil Engineering from the University of Wyoming; licensed Professional Engineer. Leads Strategic Market Development, Global Product Development, Digital Product Development, and Marketing & Engineering . Company 2024 performance: net sales $2.2B, operating margin 19.3%, diluted EPS $7.60, ROIC 14.9%; cumulative TSR value of a $100 investment reached $215.81 by year-end 2024 .
Past Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| Simpson Strong-Tie | Branch Engineer | 2001–2005 | Field engineering foundation |
| Simpson Strong-Tie | Manager, Engineering R&D | 2005–2009 | Advanced R&D capabilities |
| Simpson Strong-Tie | Founder, Engineering Services Division | 2009–2014 | Created customer-facing technical services platform |
| Simpson Strong-Tie | Vice President of Engineering | 2014–2017 | Scaled engineering leadership and product quality |
| Simpson Strong-Tie | General Manager, Concrete Construction Products | 2017–2020 | Led growth and integration in concrete segment |
| Simpson Strong-Tie | Northwest Regional Vice President | 2020–2023 | Regional P&L and market expansion |
| Simpson Strong-Tie | EVP, Innovation | 2023–Present | Oversees global innovation and product strategy |
External Roles
| Organization | Role | Years | Notes |
|---|---|---|---|
| — | — | — | No external directorships or outside roles disclosed in proxy |
Fixed Compensation
| Item | Detail |
|---|---|
| Base Salary | Not individually disclosed for Mr. Gilstrap; CLDC sets executive salaries using peer data, responsibilities, and performance |
| Profit Sharing Plan | Company contributes up to 10% of qualifying salary for eligible U.S. employees; annual cap $34,500 for 2024; safe-harbor 3% quarterly portion fully vests when made |
| Deferred Compensation | Executives may defer salary, EOCPS, RSUs, PSUs into a nonqualified plan (rabbi trust); no company match; participant-directed investments; settlement in cash or shares per election |
Performance Compensation
| Component | Metric | Weighting | Target Setting | Actual | Payout / Caps | Vesting |
|---|---|---|---|---|---|---|
| EOCPS (STI) | Qualified Operating Income | Primary metric | CLDC-set quarterly and annual goals tied to budget | FY24 actual $474,293K vs target $548,870K; quarterly actuals shown below | 0–200% of target; threshold 70% of goal pays 25%; MBO modifier ±20% on Q4, true-up & annual | Five payouts (4 quarterly = 40% weight; annual = 60%) |
| EOCPS (STI) | Individual MBOs | Modifier | Pre-set qualitative/quantitative MBOs | Applied 0–16.7% to adjust FY24 payouts | Cannot exceed overall 200% cap | With quarterly/annual cadence |
| PSUs (LTI, 2024–2026) | Revenue Growth | 50% of goals | Annual goals set each year (2024, 2025, 2026); 3-year average determines vest | 2024 actual +0.8% | 0–200% of target shares | Vest after performance period; 2024 portion expected to vest Feb 2027 (subject to 3-year results) |
| PSUs (LTI, 2024–2026) | ROIC | 50% of goals | Annual goals set each year; 3-year average determines vest | 2024 actual 15.0% | 0–200% of target shares | Vest after performance period; proration applies if early vesting |
| RSUs (LTI) | Time-based | 35% of equity mix | Granted annually | — | — | Ratable vest over 3 years (equal annual installments) |
EOCPS 2024 goals and actual results:
| Metric ($000s) | Q1 2024 | Q2 2024 | Q3 2024 | Q4 2024 | FY 2024 |
|---|---|---|---|---|---|
| Threshold | 82,572 | 111,124 | 113,414 | 77,099 | 384,209 |
| Target | 117,960 | 158,749 | 162,020 | 110,141 | 548,870 |
| Maximum | 165,144 | 222,249 | 226,828 | 154,197 | 713,531 |
| Actual | 106,427 | 144,206 | 138,335 | 85,325 | 474,293 |
| Actual (%) of Target | 90.22% | 90.84% | 85.38% | 77.47% | 86.41% |
Historical PSU design (company-level, 2022–2024 cycle):
| Metric | Threshold | Target | Maximum | Actual (2022–2024) | Payout Result |
|---|---|---|---|---|---|
| Revenue Growth CAGR (%) | 8.3 | 11.0 | 16.5 | 6.93 | Below threshold → 0% on growth leg |
| Average ROIC (%) | 14.4 | 20.1 | 28.8 | 22.37 | Above target; total PSU payout 63.05% |
Equity Ownership & Alignment
| Item | Detail |
|---|---|
| Beneficial Ownership (post-trade) | Direct 7,794 shares; Indirect 1,244 shares via Profit Sharing Plan; total 9,038 shares as of Aug 1, 2025 |
| Recent Transactions | Open-market sale of 2,500 shares at weighted avg $178.27 on Aug 1, 2025; Rule 10b5-1 footnote discloses price range $178.23–$178.53 |
| Vested vs Unvested | Form 4 indicates holdings include RSUs not yet vested |
| Options | No outstanding options reported for NEOs as of FY2024; equity granted in RSUs/PSUs |
| Pledging/Hedging | Company prohibits hedging and pledging by directors, officers, employees; violations subject to discipline |
| Ownership Guidelines | Robust guidelines for NEOs (e.g., CEO 5x salary; CFO 3x; select EVPs 2x; hold 50% of Eligible Shares until compliant). Specific multiple for EVP, Innovation not enumerated in proxy |
| Group Alignment | All directors and executive officers (18 persons) owned 161,839 shares (≈0.39% of outstanding) as of Jan 31, 2025 |
Employment Terms
| Provision | Detail |
|---|---|
| Employment Agreement | At-will; no individual employment agreement disclosed |
| Severance (non-CIC) | Executive officers (other than CEO): 1x base salary + 1x aggregate annual EOCPS target; COBRA premiums up to 12 months; subject to release |
| Change-in-Control Severance | Executive officers (other than CEO): 2x base salary + 2x greater of EOCPS target in CIC year or termination year; COBRA premiums up to 24 months; subject to release |
| Equity Acceleration | Double-trigger on “sale event” (change-in-control or asset sale): acceleration if terminated without cause or resign for good reason within 2 years; PSUs prorated; RSUs subject to Section 409A payout timing |
| Retirement/Death/Disability | RSUs fully vest; PSU payout subject to performance period completion and proration rules |
Compensation Structure Analysis
| Topic | Evidence |
|---|---|
| Cash vs Equity Mix | Executives compensated via base salary, EOCPS cash incentives, and LTI equity (RSUs/PSUs) |
| Shift to RSUs vs Options | Equity granted as RSUs/PSUs; no options outstanding for NEOs (FY2024) |
| At-Risk Pay | EOCPS and PSUs fully performance-based; caps at 200% for both programs |
| Metric Design | Non-overlapping metrics: EOCPS uses operating income & MBO; PSUs use revenue growth & ROIC |
| Goal Rigor | FY2024 fell short of targets (86.41% annual), producing sub-target payouts; PSU 2022–2024 paid 63.05% due to growth miss, ROIC beat |
| Clawback | Compliant with SEC/NYSE Rule 10D; 3-year lookback; no indemnification allowed |
| Say-on-Pay Support | 2024 approval >99.5% of votes cast |
| Peer Group Benchmark | 19-company building products/materials peer set; targets positioned around market median; no rigid formula |
Performance & Track Record
| Measure | FY 2024 Result |
|---|---|
| Net Sales ($B) | $2.2 |
| Operating Margin (%) | 19.3% |
| Diluted EPS ($) | $7.60 |
| ROIC (%) | 14.9% |
| TSR (Value of $100) | $215.81 cumulative by end of 2024 |
Investment Implications
- Equity alignment with prohibited hedging/pledging, a robust clawback, and double-trigger CIC provisions lowers governance risk and aligns incentives toward sustainable ROIC and revenue growth .
- FY2024 under-target operating income and modest revenue growth (0.8%) temper EOCPS and PSU realizations, supporting pay-for-performance credibility; ROIC remains strong, anchoring PSU outcomes .
- Insider selling: Gilstrap’s Aug 1, 2025 sale of 2,500 shares (remaining 9,038 held including RSUs and PSP) suggests some liquidity activity but not concentrated selling pressure; monitor future Form 4s for patterns near vesting dates or blackout windows .
- Severance economics (1x non-CIC; 2x CIC) and equitable equity acceleration/proration indicate moderate retention protections without excessive golden parachutes; risk of unintended windfalls is mitigated by double-trigger terms .
Note: Specific base salary, target bonus %, and award values for Jeremy Gilstrap are not individually disclosed in the proxy; program design and company performance data are used to assess alignment and incentives .