Tobin Tornehl
SENSIENT TECHNOLOGIESAbout Tobin Tornehl
Vice President & Chief Financial Officer of Sensient Technologies since July 1, 2024, after serving as Vice President, Controller, and Chief Accounting Officer . He beneficially owns 13,336 shares; none of SXT’s executives own ≥1% of shares outstanding (42,437,618), implying ~0.031% ownership by share count . Company performance in 2024 supported above-target payouts: Adjusted EBITDA grew 8.3% to $268.6M and local-currency revenue grew 7.4%, driving full 200% bonus payouts for corporate officers . Over 2019–2024, a $100 investment in SXT yielded $121 (company TSR), with Adjusted EBITDA of $268.6M in 2024 .
Past Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| Sensient Technologies (SXT) | Vice President, CFO | Jul 1, 2024–present | Corporate finance leadership; signatures on financing documents as CFO indicate capital markets and treasury execution |
| Sensient Technologies (SXT) | Vice President, Controller & Chief Accounting Officer | Prior to Jul 1, 2024 (through Jun 30, 2024) | Oversight of accounting, disclosure controls, and SEC reporting |
Fixed Compensation
| Metric | FY 2022 | FY 2023 | FY 2024 |
|---|---|---|---|
| Base Salary ($) | $312,000 | $322,000 | $364,000 |
| Target Bonus ($) | — | — | $212,000 (Management Incentive Plan target) |
| Actual Bonus Paid ($) | $312,000 | $13,607 | $424,000 |
Notes:
- 2024 corporate bonus design: Adjusted EBITDA (70% weight) and local-currency revenue (30% weight) .
- At 2024 performance, corporate officers earned 200% of target; Tornehl’s actual $424K equals 200% of his $212K target .
Performance Compensation
Annual Cash Incentive (FY 2024 Outcomes)
| Metric | Weight | Target Definition | Actual 2024 | Payout |
|---|---|---|---|---|
| Adjusted EBITDA growth | 70% | 6% increase (100%); 8%+ (200%) | 8.3% increase; $268.6M | 200% |
| Local-Currency Revenue growth | 30% | 5% increase (100%); 6.5%+ (200%) | 7.4% increase; ~$1.6B | 200% |
| Executive | Target ($) | Actual ($) | Vesting/Payment Timing |
|---|---|---|---|
| Tobin Tornehl (CFO) | $212,000 | $424,000 | Paid per plan after year-end approval |
Adjustment mechanics: Committee excludes Portfolio Optimization Plan costs and FX translation in measuring Adjusted EBITDA and revenue; excludes non-cash equity compensation in Adjusted EBITDA .
Long-Term Equity Incentives (structure and grants)
- Mix: 60% Performance Stock Units (PSUs) (3-year performance), 40% Restricted Stock (3-year cliff vest) .
- PSU performance metrics (2025–2027 grants): Adjusted EBITDA CAGR (70%) and Adjusted ROIC (30%), with 0–200% payout scale .
| Grant | Date | Instrument | Quantity (Target) | Grant Date Fair Value ($) |
|---|---|---|---|---|
| Promotion grant | Jul 1, 2024 | PSUs | 1,120 | Included in $137,523 total for July grant |
| Promotion grant | Jul 1, 2024 | Restricted Stock | 747 | Included in $137,523 total for July grant |
| Annual LTI | Dec 4, 2024 | PSUs | 3,833 | Part of $500,053 total Dec grant |
| Annual LTI | Dec 4, 2024 | Restricted Stock | 2,555 | Part of $500,053 total Dec grant |
PSU Targets (2025–2027 cycle baseline and scale):
| Metric | Baseline | Target Scale | Weight |
|---|---|---|---|
| Adjusted EBITDA CAGR | $268.6M (2024) | 3% CAGR = 100%; 8%+ = 200% | 70% |
| Adjusted ROIC | 9.0% (2024) | +25 bps = 100%; +50 bps = 200% | 30% |
Prior PSU cycle (2021 grant; performance 2022–2024):
| Metric | Outcome | Payout |
|---|---|---|
| Adjusted EBITDA CAGR vs 2021 | +5.3% CAGR | Above target (contributes to >100%) |
| Adjusted ROIC vs 2021 | -140 bps | Below target for this leg |
| Total PSU Payout | 102.2% of target |
Compensation Governance Features
- No discretionary or multi-year guaranteed bonuses; payouts capped at 200% .
- Independent Compensation Committee and independent consultant; annual program review and peer benchmarking .
- 2024 say-on-pay approval: 92.6% .
- Clawback policy aligned with NYSE listing standards (recoup erroneous incentive comp upon restatement) .
Equity Ownership & Alignment
| Ownership Element | Amount/Policy |
|---|---|
| Beneficial Shares | 13,336 |
| Unvested Restricted Stock | 5,955 (1,172 from 2022; 1,481 from 2023; 747 from 7/1/2024; 2,555 from 12/4/2024) |
| Unvested PSUs (target) | 8,932 (1,758 from 2022; 2,221 from 2023; 1,120 from 7/1/2024; 3,833 from 12/4/2024) |
| Ownership as % of Shares Outstanding | ~0.031% (13,336 / 42,437,618) |
| Hedging/Pledging | Prohibited for officers and directors |
| Stock Ownership Guideline | Direct reports to CEO must hold ≥2× salary (includes RS + PSUs at target); all named executives comply |
Employment Terms
| Topic | Terms |
|---|---|
| Employment Agreement | CFO does not have an employment agreement; CEO is the only officer with one . |
| Change-of-Control Protection | Double-trigger; ~3-year protections, accelerated vesting at target for PSUs upon CoC; severance equals 3× (base + highest bonus of last 5 years or since age 50) plus benefits and pension enhancements; no tax gross-ups . |
| CFO CoC Economics (Hypothetical at 12/31/2024) | Severance $2,028,000; Pension enhancement $95,100; Early vesting value of stock awards $1,147,357; Estimated employee benefits $161,301; Total $3,431,758 . |
| Insider Trading Policy | Codified and filed with 2024 10-K; prohibits improper trading; robust compliance program . |
| Clawback | Mandatory recovery of erroneous incentive-based comp upon restatement . |
Compensation Structure Analysis
- Shift toward retention-balanced LTI: 60% PSUs, 40% 3-year restricted stock since 2020; aligns long-term, while reducing reliance on options (none granted since 2008) .
- Cash vs equity mix: 2024 CFO total comp $1.47M with $637,576 stock awards and $424,000 cash incentive, reflecting strong at-risk pay tied to performance .
- Performance metrics tightened to profitability focus: corporate bonus weighting increased to 70% Adjusted EBITDA (from 60%) in 2023 and sustained in 2024 .
Peer Group and Benchmarking
Peer group (17 companies) spans specialty/differentiated chemicals and adjacent sectors; SXT ranks at 83rd percentile in market cap among peers, 70th percentile in operating income, and 35th percentile in revenue . Salary increases reference ~50th percentile of peer market levels, adjusted for role, tenure, and performance .
Say-on-Pay & Shareholder Feedback
- 2024 say-on-pay support: 92.6% .
- Ongoing engagement with institutional investors and use of Willis Towers Watson as independent compensation consultant .
Investment Implications
- Strong pay-for-performance linkage: 200% annual bonus payout driven by profitability and revenue growth suggests high sensitivity of cash comp to operating execution; PSU structure further ties multi-year outcomes to EBITDA CAGR and ROIC .
- Retention indicators: Significant unvested equity (PSUs and RS) and ownership requirements indicate lower near-term selling pressure and alignment; hedging/pledging prohibitions reduce misalignment risk .
- Event-driven optionality: Double-trigger CoC terms with accelerated equity vesting at target and 3× cash severance create defined outcomes in M&A scenarios; absence of tax gross-ups is governance-friendly .
- Governance strength: High say-on-pay approval, independent committee oversight, and clawback policy mitigate compensation-related risk; peer benchmarking and tightened bonus weighting toward EBITDA favor disciplined capital allocation .