Steven Morris

About Steven Morris

Steven B. Morris is President, Flavors & Extracts Group at Sensient Technologies and will succeed the President of the Color Group upon Michael Geraghty’s retirement on March 31, 2026; he joined Sensient in June 2007 and is 61 years old . His prior roles at Sensient include Sales Director (Food Colors US; 2007–2012), General Manager (Food Colors US; 2012–2017, expanding oversight from the U.S. to North America and the Americas), and General Manager, Sweet & Beverage Flavors North America (2017–2023); before Sensient, he held commercial leadership roles at DuPont (Solae) and operations management roles at Unilever . Company performance during 2024 featured strong growth across groups, with corporate incentive metrics achieving 8.3% adjusted EBITDA growth and 7.4% local currency revenue growth (driving maximum annual cash payouts for named executives); the Flavors & Extracts Group reported 7.1% local currency revenue growth and 10.8% local currency operating profit growth in 2024 .

Past Roles

External Roles

• None disclosed in company filings for Morris .

Fixed Compensation

• Individual base salary, target bonus, and actual bonus amounts for Morris are not disclosed in the 2025 proxy; Sensient sets base pay using peer benchmarking and individual factors and approved 2025 base salary increases ranging from 0% to 6.3% for named executive officers (context on program design) .
• Annual say-on-pay approval in 2024 was ~92.6%, indicating shareholder support for the executive compensation framework (context) .

Performance Compensation

Sensient’s incentive framework (applies to officers) emphasizes pay-for-performance with clearly defined metrics and payout curves:

• Annual Cash Incentive (Corporate, used for named executives): Adjusted EBITDA (70% weight) and Local Currency Revenue (30% weight) with minimum/target/maximum thresholds; 2024 results achieved 8.3% adjusted EBITDA growth and 7.4% local currency revenue growth, yielding 200% of target for named executives; Mr. Geraghty’s Color Group portion earned 193.1% of target .
• Long-Term Equity: 60% Performance Stock Units (PSUs) with 3-year performance (Adjusted EBITDA CAGR 70%, Adjusted ROIC 30%), 40% time-based Restricted Stock; PSUs vest at the end of the period, with pro-rating for retirement/death/disability; change-of-control vests PSUs at target .

Annual Cash Incentive – 2024 Corporate Metrics and Outcome

Note: Actual payouts for named executives at corporate-level goals were 200% of target; Geraghty’s Color Group payout was 193.1% of target. Specific payout for Morris is not disclosed .

Color Group 2024 Metrics (for Geraghty; structure indicative of group-level design)

Long-Term Equity – 2024 Grants (Performance Period 2025–2027)

Equity Ownership & Alignment

• Stock ownership guidelines: CEO 6x salary; CEO direct reports 2x; other officers 1x, all within five years; strong “hold-to-retirement” for directors .
• No hedging, short sales, or pledging of company stock permitted since 2010 .
• Clawback policy updated in 2023 to recover erroneously awarded incentive compensation upon accounting restatements under NYSE listing standards .
• Individual beneficial ownership for Morris is not specifically disclosed; as of Feb 14, 2025, all current directors and executive officers as a group beneficially owned 522,342 shares (1.2% of outstanding) .

Employment Terms

• Contracts: Sensient has change-of-control employment and severance agreements with all executive officers; no standard employment contracts apply to officers other than the CEO .
• Change-of-control structure: Double-trigger (requires change-of-control plus qualifying termination within three years); severance equals 3x base salary plus highest annual bonus (last five years or since age 50); benefits continuation for three years; pension/plan enhancements; PSUs vest at target upon change-of-control; restricted stock may be accelerated at Compensation Committee discretion; no tax gross-ups .
• Non-compete/non-solicit: Not specifically disclosed in filings reviewed.

Performance & Track Record

• 2024 group performance: Flavors & Extracts Group reported 7.1% local currency revenue growth and 10.8% local currency operating profit growth; Color Group reported 7.3% local currency revenue growth and 14.2% operating profit growth; Asia Pacific Group reported 13.0% local currency revenue growth .
• 2025 YTD commentary: Q1 2025—Flavors & Extracts delivered 1.7% local currency revenue growth and 6.2% local currency operating profit growth; Color Group delivered 8.2% local currency revenue growth and 13.5% operating profit growth .

Company Financial Context (FY)

Values marked with an asterisk were retrieved from S&P Global.

Compensation Peer Group and Governance

• 2024/2025 compensation peer group (17 companies) used for benchmarking (e.g., Ashland, Innospec, Stepan, Quaker Chemical, Edgewell Personal Care, Ingevity, etc.) .
• Say-on-pay approval ~92.6% in 2024; Compensation Committee is fully independent, uses independent consultant (Willis Towers Watson), and annually reviews program risks and alignment .

Risk Indicators & Red Flags

• No hedging/pledging permitted (alignment-positive) .
• No tax gross-ups on change-of-control or perquisites for named executive officers (shareholder-friendly) .
• Equity repricing prohibited .
• Clawback policy implemented per NYSE rules .
• Insider Form 4 transactions for Morris could not be retrieved due to authorization error at the time of request; recommend monitoring Form 4s for vesting/sales cadence to assess near-term selling pressure.

Investment Implications

• Alignment: Strong pay-for-performance architecture (EBITDA and revenue for annual cash; EBITDA CAGR and ROIC for PSUs) with double-trigger CoC terms and no hedging/pledging supports long-term alignment and reduces misaligned risk-taking .
• Retention/transition: Morris’ planned succession to lead the Color Group in 2026 indicates bench strength and continuity in group leadership; CoC protections likely reduce retention risk during strategic shifts .
• Near-term signals: 2024/2025 operational momentum across groups (especially Color and Flavors) links positively to incentive outcomes; watch for future PSU targets and capital allocation toward natural colors conversion, which management views as the largest revenue opportunity in company history .
• Monitoring: Track upcoming proxies for any disclosure of Morris’ individual compensation mix and equity grants, and Form 4s for vest-driven sales to gauge potential insider selling pressure.