Michael Andersen
About Michael Andersen
Michael Andersen is Executive Vice President, Europe at Simpson Manufacturing Co., Inc. (SSD), age 48, with 2 years as an executive officer and 20 years at the company; he holds a degree in Business Economics from Aalborg University and oversees Simpson Strong‑Tie’s European operations, including the ETANCO Group subsidiaries . In 2024, SSD delivered net income of $322.224 million and operating income of $474.293 million, while cumulative TSR outperformed its peer group over the covered period; in 2023, Andersen’s cash incentive payout was 190.4% of target, reflecting strong operating income achievement and MBO goals . Prior operating context includes 2022 net sales of $2.12 billion (+34.5% YoY), gross margin 44.5%, operating margin 21.7%, and ROIC of 21.1% .
Past Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| Simpson Strong‑Tie A/S (Denmark) | Controller | 2005–2007 | Finance leadership in Denmark subsidiary . |
| Simpson Manufacturing – Home Office (Pleasanton, CA) | Regional Controller, ICI Concrete | 2007–2012 | Corporate finance oversight; internal controls for concrete segment . |
| S&P Clever Reinforcement Company AG (Switzerland) | General Manager | 2012–2018 | Led integration and operations post‑acquisition . |
| Simpson Strong‑Tie Switzerland GmbH | Vice President, European Operations | 2018–Jan 2023 | Scaled European operations ahead of EVP role . |
| Simpson Strong‑Tie Switzerland GmbH | Executive Vice President, Europe | Jan 2023–Present | Oversees all European business, including Simpson Strong‑Tie and ETANCO subsidiaries . |
External Roles
No external public company directorships or committee roles disclosed in SSD proxy statements for Andersen .
Fixed Compensation
| Year | Base Salary ($) | Profit Sharing Trust Contribution ($) | Other Defined Contribution Plans ($) | Change in Pension Value ($) | All Other Compensation ($) |
|---|---|---|---|---|---|
| 2023 | 383,897 | Not eligible as non‑U.S. employee | 52,972 (Danish/Swiss plans; USD from CHF) | 47,739 (Swiss pension) | 67,854 (incl. vehicle $14,882) |
Notes:
- Andersen does not participate in the U.S. Profit Sharing Trust; instead, he participates in the Danish Pension Plan and the Simpson Switzerland Pension Plan .
- 2023 base salary converted from CHF to USD using 1 CHF = 1.1137 USD per proxy methodology .
Performance Compensation
Cash Incentives (EOCPS)
| Year | Target ($) | Actual Payout ($) | Payout vs. Target (%) |
|---|---|---|---|
| 2023 | 230,338 | 438,564 | 190.40 |
Design: Quarterly and annual awards based on qualified operating income with an MBO modifier (+/‑ 20%) and a cap at 200% of target; 2023 payouts were driven by higher net sales and lower cost of sales, offset by higher opex .
Long‑Term Equity Awards (RSUs & PSUs)
| Grant | Instrument | Shares/Targets | Vesting | Performance Metrics |
|---|---|---|---|---|
| 2023 RSU | Time‑based RSUs | 1,656 shares | 3‑year, equal annual installments from vest start date | Stock price performance (service‑based) . |
| 2023 PSU | Performance‑based PSUs | Target 3,070; Max 6,140 | 3‑year cliff (1/1/2023–12/31/2025) | 50% 3‑year revenue growth; 50% 3‑year average ROIC; 0–200% payout scale . |
| 2021–2023 PSU | Performance‑based PSUs | 2021 tranche used actual performance; future tranches subject to full period | 3‑year period with annual goal‑setting for each year (2021–2023); ETANCO excluded for 2022–2023 metrics | Compounded annual revenue growth and average ROIC (equal weight) . |
2023 Stock Vested:
| Year | Shares Acquired on Vesting (#) | Value Realized ($) |
|---|---|---|
| 2023 | 2,317 | 259,203 |
Equity Ownership & Alignment
Beneficial Ownership (as of January 31, 2024)
| Holder | Total Shares Beneficially Owned | Ownership as % of Outstanding | RSUs Vesting Within 60 Days (#) |
|---|---|---|---|
| Michael Andersen | 7,171 | <1% (each individual <1%) | 1,668 |
Outstanding and Unearned Equity (as of Dec 31, 2023; $197.98/share)
| Grant Date | Type | Unvested/Unearned (#) | Market/Payout Value ($) |
|---|---|---|---|
| 1/22/2021 | RSU (service‑based) | 150 | 29,697 |
| 1/22/2021 | PSU (actual vested) | 1,395 | 276,182 |
| 1/20/2022 | RSU (service‑based) | 264 | 52,267 |
| 1/20/2022 | PSU (target, subject to performance) | 734 | 145,317 |
| 1/24/2023 | RSU (service‑based) | 1,656 | 327,855 |
| 1/24/2023 | PSU (target, subject to performance) | 5,320 | 1,053,254 |
Ownership policy and alignment safeguards:
- Executive stock ownership guideline: EVP Europe = 2x base salary; until met, must hold at least 50% of Eligible Shares (common and unvested RSUs) net of tax; as of Dec 31, 2023 each NEO either complied or is within allowed time to comply .
- Prohibitions on hedging and pledging company securities, margin purchases, and exchange funds (certain pre‑2016 arrangements exempt); violations subject to discipline up to termination and legal action .
- No outstanding stock options for NEOs as of Dec 31, 2023 .
Employment Terms
- Employment status: At‑will; no employment agreements; no severance agreements or severance plans/policies .
- Change‑of‑control: Equity awards subject to double‑trigger treatment; vesting may accelerate on death, disability, certain retirement criteria, or specified change‑in‑control/asset sale situations .
- Illustrative accelerated vesting values (as of Dec 31, 2023 at $197.98/share): Death $3,083,143; Disability $3,083,143; Change in Control $3,083,143; not eligible for retirement acceleration at that date .
- Clawback: Robust compensation recovery policy maintained and operated by the company .
Compensation peer group and governance signals:
- 2023 compensation peer group used to benchmark NEO pay included Aaon, Advanced Drainage Systems, Allegion, American Woodmark, Apogee Enterprises, Armstrong World Industries, Atkore, Eagle Materials, Gibraltar, Masonite, Patrick Industries, PGT Innovations, Quanex, Summit Materials, Trex, and The Azek Company (revenues ~0.42–2.31x SSD’s 2022 revenue) .
- 2023 Say‑on‑Pay approval >99.5% of votes cast .
Investment Implications
- Alignment: Significant multi‑year equity exposure via RSUs and PSUs tied to 3‑year revenue growth and ROIC strengthens pay‑for‑performance alignment; anti‑hedging/pledging and ownership guidelines reduce misalignment risk .
- Retention and change‑in‑control economics: No severance agreements; retention anchored by unvested RSUs/PSUs with double‑trigger change‑in‑control protections; 2023 acceleration values indicate meaningful equity‑linked outcomes under CIC/death/disability scenarios .
- Near‑term selling pressure: RSUs vest annually and 2,317 shares vested in 2023; monitor future vesting anniversaries and PSU cliff in 2025; ownership hold‑back requirement (50% of Eligible Shares until guidelines met) tempers discretionary sales .
- Performance signals: 2023 cash incentive paid at 190.4% of target for Andersen reflects robust operating performance and MBO execution; company‑level 2024 net income and operating income remained strong, supporting equity award realizability if multi‑year goals are met .