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Majdi Abulaban

Majdi Abulaban

President and Chief Executive Officer at SUP
CEO
Executive
Board

About Majdi Abulaban

Majdi B. Abulaban is President & CEO of Superior Industries International (SUP) and has served on the Board since 2019; he is 61 years old, holds a B.A.Sc. in Mechanical Engineering (University of Pittsburgh) and an MBA (Case Western Reserve), and previously led major global businesses at Aptiv/Delphi across Asia and electrical architectures . Under his tenure, pay-versus-performance disclosure shows SUP’s three-year TSR trajectory moving from 103.18 in 2022 to 78.24 in 2023 and 49.88 in 2024, alongside net income of $37.0 million in 2022, $(92.9) million in 2023, and $(78.2) million in 2024, informing the calibration of incentive outcomes . 2024 AIPP Adjusted EBITDA was $146.3 million versus a $164.6 million target (88.9% of target), funding the annual bonus pool at 63.2% of target for the CEO and NEOs .

Past Roles

OrganizationRoleYearsStrategic Impact
Aptiv PLCSenior Vice President & Group President, Global Signal and Power Solutions2017–2019Led global product business unit; transformed Aptiv’s electrical architecture businesses; track record implementing systems and structures that drive performance .
Delphi Automotive/Delphi Asia PacificSVP & Group President, Global Electrical/Electronic Architecture; President, Asia Pacific; prior BU leadership1985–2017Established Delphi as a leading automotive supplier in China; led large-scale operations (120,000+ employees) with global manufacturing and supply chain execution .

External Roles

OrganizationRoleYears
University of PittsburghBoard of TrusteesSince 2021
SPX FlowDirector2017–2022

Fixed Compensation

Metric20232024
Base Salary ($)850,000 900,000 (6% increase effective 1/1/2024)
All Other Compensation ($)21,463 22,215
Perquisites/Benefits (qualitative)Auto allowance; executive health screenings; participates in health/welfare and 401(k) with 2024 match up to 6% per plan terms .Auto allowance; executive health screenings; participates in health/welfare and 401(k); all company 401(k) contributions vest 100% after 2 years .

Performance Compensation

  • Annual Incentive Plan (AIPP) design and outcomes:
    • CEO target bonus 125% of base salary; payout range 0–200% of target; tied exclusively to Company financial performance through AIPP Adjusted EBITDA .
    • 2024 AIPP calibration and result:
MetricThresholdTargetMaximumActual
AIPP Adjusted EBITDA ($)139,910,000 164,600,000 189,290,000 146,300,000
% of Target85.0% 100.0% >115% 88.9%
CEO Incentive as % of Target50.0% 100.0% 200.0% 63.2%
NameAIPP Target (% of Salary)Target Award ($)Performance Multiplier (%)Total Amount Earned ($)
Majdi B. Abulaban125% 1,125,000 63.2 711,000
  • Long-Term Incentives (LTI):
    • 2024 grants: PRSUs based 100% on Relative TSR; time-based RSUs vest ratably over 3 years .
Name2024–2026 PRSUs (Target #)2024 Time-Based RSUs (#)
Majdi B. Abulaban604,027 302,013
NameTime-Based RSUs ($)PRSUs (Target $)PRSUs (Maximum $)
Majdi B. Abulaban900,000 2,307,383 4,614,766
  • Recently completed performance cycle (2022–2024): Equal weighting of LTIP Net Debt (50%) and Relative TSR (50%); achievement 96.63% of target .
NamePRSUs at Target (#)Performance (%)Actual Shares Earned (#)
Majdi B. Abulaban397,196 96.63 383,791
  • Compensation mix and policies:

    • Variable pay comprises ~85% of CEO target total direct compensation; meaningful stock ownership and holding requirements; double-trigger for CIC vesting; anti-hedging/anti-pledging; clawback; no excise tax gross-ups; no option repricing without shareholder approval .
  • Total compensation summary (for completeness):

YearSalary ($)Bonus ($)Stock Awards ($)Non-Equity Incentive ($)All Other ($)Total ($)
2023850,000 1,500,000 2,769,356 691,688 21,463 5,832,506
2024900,000 3,207,383 711,000 22,215 4,840,598

Equity Ownership & Alignment

  • Beneficial ownership (as of March 27, 2025):
HolderShares Beneficially OwnedRSUs Vesting ≤60 DaysTotal% of Common Stock% of Voting Power
Majdi B. Abulaban2,006,990 100,671 2,107,661 7.1% 5.9%
  • Outstanding equity awards at FY2024 year-end:
Grant YearUnvested RSUs (#)Market Value ($)Unearned PRSUs (Target #)Market/Payout Value ($)
202266,199 135,046 (at $2.04)
2023134,409 274,194 (at $2.04) 403,226 822,581 (at $2.04)
2024302,013 616,107 (at $2.04) 604,027 1,232,215 (at $2.04)
  • Alignment mechanisms:
    • CEO stock ownership guideline: 5x base salary; executives must hold 100% of acquired/net shares until compliant; all NEOs at/above requirement as of the 2024 measurement date .
    • Anti-hedging and anti-pledging policies applicable to employees and directors .

Employment Terms

  • Employment agreement and term: CEO employment agreement entered May 15, 2019 (amended Oct 12, 2021); initial term 2 years with automatic one-year renewals; initial base salary $800,000; target and max bonus opportunities of 125% and 250% of salary (with a 2019 minimum) .
  • Severance (non-CIC): If terminated without Cause or he resigns for Good Reason, severance equals 18 months base salary; prorated current-year bonus (actual performance); pro-rata vesting for RSUs outstanding ≥6 months; PRSUs continue based on actual performance; 18 months health care continuation .
  • Change-in-Control (CIC), double trigger: Within 2 years post-CIC and terminated without Cause or resigns for Good Reason, lump sum equals 3x base salary + target annual bonus; health care continuation up to 18 months; time-based awards vest in full; performance awards deemed earned at target .
  • Incentive plan structure: Equity vesting accelerated only on double trigger; no excise tax gross-ups; clawback policy covers incentive-based cash/equity for current/former executive officers .

Board Governance

  • Board service: Director since 2019; SUP’s Board had 9 meetings in 2024; committees met frequently (Audit 9; Human Capital & Compensation 6; Nominating & Corporate Governance 7) .
  • Governance structure: Non-executive Board Chair; fully independent Board committees; 7 of 8 director nominees are independent; annual election of directors .
  • Director compensation: Abulaban receives no director compensation for board service (as an employee); non-employee directors receive cash retainers, committee fees, and annual RSUs; ownership guideline for non-employee directors equals 5x cash retainer with a 5-year compliance window .
  • Dual-role implications: CEO serving as a director is mitigated by non-executive chair and fully independent committees; compensation oversight by Human Capital & Compensation Committee and use of independent consultant (Meridian) across compensation reviews .

Performance Compensation Details

Incentive TypeMetricWeightingTargetActualPayout RangeActual PayoutVesting/Timing
AIPP (2024)AIPP Adjusted EBITDA100% (CEO) $164.6M $146.3M 0–200% of target 63.2% of target Annual cash FY2024
PRSUs (2022–2024)LTIP Net Debt50% Not disclosed (competitively sensitive) Not disclosed 0–200% target Included in 96.63% total Earned at period end
PRSUs (2022–2024)Relative TSR50% Peer-based TSR Peer-relative outcome 0–200% target Included in 96.63% total Earned at period end
PRSUs (2024–2026)Relative TSR100% Peer-based TSR N/A (in flight)0–200% target N/AEarn at end of 3-year period
RSUs (2024 grants)Stock price alignmentN/AN/AN/AN/AN/A3-year ratable vesting

Investment Implications

  • Pay-for-performance alignment appears intact: 2024 annual incentive funded at 63.2% of target on miss to AIPP EBITDA; PRSU outcomes for 2022–2024 paid at 96.63% of target, reflecting balanced Net Debt and Relative TSR measurement .
  • Retention and transaction incentives strengthened: CIC cash multiple for CEO raised to 3x salary+target bonus with double-trigger vesting, increasing retention and aligning interests in potential strategic alternatives; COO received a $1.0 million retention bonus in 2025, signaling emphasis on management continuity during operational improvements .
  • Ownership alignment is strong: CEO beneficial ownership of 2.11 million shares (7.1% of common) with strict holding and 5x-salary ownership guideline; anti-pledging/anti-hedging policies mitigate misalignment risk .
  • Vesting and potential selling pressure: Large outstanding PRSU/RSU balances (e.g., 604k PRSUs target and 302k RSUs) may create episodic supply at vest dates; mitigated by holding requirements until guidelines are met .
  • Governance quality: Non-executive chair and fully independent committees help offset dual-role concerns (CEO + director); regular shareholder engagement and say-on-pay proposal recommended “FOR” underpin governance practices .