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Brian Wilkie

Executive Vice President, Performance Sensing, Vehicle Business Unit at Sensata Technologies HoldingSensata Technologies Holding
Executive

About Brian Wilkie

Brian J. Wilkie is Executive Vice President, Performance Sensing, Vehicle Business Unit at Sensata Technologies (NYSE: ST). He is 49, joined Sensata in January 1998, and holds a B.S. in Mechanical Engineering from Worcester Polytechnic Institute; he holds two patents in occupant weight sensing and MSG and has led major engineering and business integrations, including the successful integration of GIGAVAC and a transformation of Clean Energy & Insights to Electrification with strong commercial results . Appointed EVP, Vehicles effective July 1, 2024 (after serving as EVP, Sensing Solutions & Insights from April 1, 2024; and SVP, Sensing Solutions from April 1, 2023), Wilkie’s pay-for-performance is tied to Adjusted Operating Income Margin, Adjusted Free Cash Flow (AIB 50% / FCF 50%), and PRSUs linked to Relative TSR vs an automotive/IR peer group and ROIC over 3 years; in 2024, Company AOI Margin was 19.0% vs a 19.7% target (0% payout) while Adjusted FCF was $400 million (100% payout), leading to a 50% bonus payout for Wilkie ($300,000) .

Past Roles

OrganizationRoleYearsStrategic impact
Sensata TechnologiesEVP, Performance Sensing, Vehicle BUJul 2024–presentLeads Vehicles BU across Performance Sensing
Sensata TechnologiesEVP, Sensing Solutions & InsightsApr–Jun 2024Oversaw Sensing Solutions & Insights group
Sensata TechnologiesSVP, Sensing SolutionsApr 2023–Mar 2024Led Sensing Solutions segment
Sensata TechnologiesGroup VP, Heavy Vehicle & Off-Road (HVOR)2020–2022Led HVOR; later moved to Clean Energy & Insights leadership
Sensata TechnologiesSenior Director, M&A Integration2019Oversaw integration of GIGAVAC (high-power relay/contactors)
Sensata TechnologiesSenior Director, Global Design Engineering & Product Mgmt2016–2019Led global design COEs for APT and MSG; owns 2 patents
Sensata TechnologiesDirector, Global Design Engineering2014–2016Expanded leadership in design engineering
Sensata TechnologiesEngineering Director2011–2014Advanced engineering leadership
Sensata TechnologiesEngineering Manager2005–2011Managed engineering teams
Sensata TechnologiesDesign Engineer1998–2005Early career engineering roles

External Roles

No external directorships or outside board roles for Wilkie were enumerated in Sensata’s DEF 14A biographies and executive officer disclosures reviewed .

Fixed Compensation

Metric2024
Base salary ($)$600,000
Target bonus (% of base)100%
Actual annual incentive paid ($)$300,000 (50% of target based on Company results)
Target LTI value ($)$1,000,000 (annual grant)
LTI mix (% PRSUs / % RSUs)55% PRSUs / 45% RSUs

Performance Compensation

Annual Incentive Bonus – 2024 Performance

MetricWeightingTargetActualPayout vs targetNotes
Adjusted Operating Income Margin50%19.70% 19.0% 0% Margin excludes divestiture impacts; aligned to investor-focused KPI
Adjusted Free Cash Flow50%$400M $400M 100% FCF excludes $7M acquisition retention costs; max raised to 200%
Annual bonus payout (Wilkie)$600,000 target 50% ($300,000) 2024 bonus formula: 50% AOI + 50% FCF

2024 Long-Term Incentive (LTI) Program

Award/MetricGrant dateDetailCount (#)Grant-date fair value ($)
PRSUs (3-year rTSR vs peer group and ROIC)Apr 1, 2024Threshold/Target/Max units2,514 / 15,086 / 20,743 $478,151
RSUs (time-based, 1/3 ratable vest over 3 years)Apr 1, 2024Time-based RSUs12,343 $450,026
Executive transition RSUs (retention)Apr 29, 2024$1,000,000 award; vesting: 40% earlier of 6 months or permanent CEO start; 60% earlier of 18 months or 12 months after permanent CEO start27,965 $1,000,028

PRSUs focus on Relative TSR vs the specified automotive/IR peer group and ROIC (3-year); RSUs vest ratably over 3 years .

Equity Ownership & Alignment

Beneficial Ownership (as of March 30, 2025)

HolderOrdinary shares beneficially owned% of outstanding shares
Brian J. Wilkie24,871 Less than 1%

Outstanding Unvested Equity at Year-End (Dec 31, 2024)

Grant dateTypeUnvested / Unearned units (#)Market/payout value ($)
Apr 1, 2022RSUs1,038 $28,441
Apr 1, 2022PRSUs3,808 $104,339
Apr 1, 2023RSUs3,598 $98,585
Apr 1, 2023PRSUs6,598 $180,785
Apr 1, 2024RSUs12,343 $338,198
Apr 1, 2024PRSUs15,086 $413,356
Apr 29, 2024RSUs (retention)16,779 $459,745
  • 2024 vesting realized: 16,889 shares vested with $603,133 value for Wilkie .
  • No stock options are shown for Wilkie as of December 31, 2024 (option columns blank in the Outstanding Equity table) .
  • Stock ownership guidelines: EVPs must hold 3x base salary; individuals must retain 50% of net shares until guideline met; the Company states all NEOs meet or are on track to meet requirements within the designated time frame .
  • Anti-hedging/anti-pledging: strict prohibition on hedging and pledging/margin accounts; standing orders limited; robust insider trading policy .

Employment Terms

ProvisionTerms (Wilkie/NEOs)
Base salary$600,000 in 2024
Target bonus100% of base salary
Severance (No CIC) – termination without cause or resignation for good reasonBase salary: $600,000; Bonus: $213,000; Outstanding equity: $754,569; Health & welfare: $24,091; Total: $1,591,659 (assumes termination on Dec 31, 2024)
Severance (After CIC) – termination without cause or resignation for good reasonBase salary: $1,200,000; Bonus: $426,000; Outstanding equity: $1,623,450; Health & welfare: $48,181; Total: $3,297,631 (assumes termination on Dec 31, 2024)
Change-in-control vestingNo automatic vesting; awards continue/assumed; full acceleration only if (i) terminated without cause within 24 months after CIC, or (ii) awards not assumed/replaced (“double trigger”)
Clawback policyRevised July 2023 to comply with NYSE: mandatory recovery of erroneously awarded compensation (bonus and equity) upon financial restatement
Deferred compensationNone of the NEOs participate in non-qualified deferred compensation plans
PensionPension plan terminated; other NEOs (incl. Wilkie) not eligible; only Verras received distribution related to prior plan

Investment Implications

  • Alignment and retention: Wilkie’s pay mix is heavily variable with 2024 bonus tied to AOI Margin and Adjusted FCF and LTI split 55% PRSUs/45% RSUs; ownership policy (3x salary, 50% net-share retention) and anti-pledging rules enhance alignment and reduce hedging risk .
  • Near-term vesting/selling pressure: 2024 vesting realized $603,133 on 16,889 shares; time-based RSUs vest 1/3 annually (2025–2027) and the April 29, 2024 retention RSUs vest 40%/60% based on CEO-hire timing, creating identifiable supply events; anti-hedging and retention requirements partially mitigate selling pressure .
  • Severance/CIC economics: Double-trigger equity acceleration and cash severance bring Wilkie’s modeled CIC package to ~$3.3M (base+bonus+equity+benefits), reasonable for EVP level; absence of automatic CIC vesting and presence of a modern clawback are shareholder-friendly controls .
  • Execution risk and value creation: Track record spans engineering excellence, patent ownership, complex M&A integration (GIGAVAC), HVOR leadership, and Electrification commercial success; current bonus outcomes (0% AOI Margin; 100% FCF) reflect ongoing margin work and cash discipline, with PRSUs tethered to rTSR and ROIC over a three-year horizon .