Terrence Curtin
TE ConnectivityAbout Terrence Curtin
Terrence R. Curtin is Chief Executive Officer of TE Connectivity plc (since March 2017) and an Executive Director (since 2016). He is 56, holds a Bachelor’s degree in Accounting from Albright College, and is a Certified Public Accountant; his TE tenure spans roles since 2001 including CFO, President, and Industrial Solutions leadership . Under his leadership, FY2024 performance included $15.8B in revenue, GAAP operating margin of 17.6% (record), GAAP net income of $3,193M (up 67% YoY), GAAP EPS of $10.34, cash from operations of ~$3.5B, and TSR of ~24.5% .
Past Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| TE Connectivity | Chief Executive Officer | 2017–present | Led enterprise-wide strategy and operations; focused on value creation and long-term EPS growth . |
| TE Connectivity | President (enterprise) | 2015–2017 | Oversaw all connectivity and sensor businesses and M&A activities . |
| TE Connectivity | EVP & President, Industrial Solutions | 2012–2015 | Led Industrial, Energy, Aerospace/Defense/Oil & Gas businesses; operating direction and strategy . |
| TE Connectivity | EVP & Chief Financial Officer | 2006–2012 | Built financial strategy and infrastructure, compliance processes . |
| Tyco Electronics | VP & Corporate Controller | since 2001 (pre-TE separation) | Corporate controllership and financial leadership at predecessor entity . |
| Arthur Andersen LLP | Professional roles | pre-2001 | Early career foundation in accounting; CPA credentials . |
External Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| DuPont de Nemours, Inc. | Director | Current | Cross-industry insights; limited personal aircraft usage includes travel to DuPont board meetings . |
Fixed Compensation
Multi-year CEO compensation summary (USD):
| Metric | FY 2022 | FY 2023 | FY 2024 |
|---|---|---|---|
| Base Salary | $1,262,532 | $1,302,188 | $1,250,040 |
| Stock Awards (RSUs/PSUs FV) | $5,872,860 | $6,387,876 | $6,502,850 |
| Option Awards (FV) | $6,085,856 | $6,575,048 | $6,529,005 |
| Non-Equity Incentive (Annual Bonus Paid) | $2,074,067 | $2,084,067 | $2,252,073 |
| All Other Compensation | $632,551 | $368,569 | $309,719 |
| Total Compensation | $15,927,866 | $16,717,748 | $16,843,687 |
Bonus targets (AIP):
| Executive | FY 2023 Target Bonus % | FY 2024 Target Bonus % |
|---|---|---|
| Terrence R. Curtin (CEO) | 160% | 160% |
Perquisites (selected):
- 2024: $76,332 incremental cost for limited non-business aircraft use, including travel to DuPont board meetings .
Performance Compensation
Annual Incentive Plan (AIP) – FY2024 corporate metrics and outcomes:
| Metric | Weight | 1H FY2024 Target | 1H FY2024 Actual | 2H FY2024 Target | 2H FY2024 Actual | FY Score |
|---|---|---|---|---|---|---|
| EPS (adjusted) | 20% | $3.50–$3.75 | $3.67 (104.9%) | $3.52–$3.82 | $3.82 (108.6%) | 100.6% |
| Revenue (adjusted) | 30% | $7,750–$8,010 | $7,688 (99.2%) | $7,920–$8,150 | $8,051 (101.7%) | 94.9% |
| Operating Income (adjusted) | 30% | $1,330–$1,455 | $1,453 (109.2%) | $1,345–$1,470 | $1,508 (112.1%) | 111.5% |
| KPI (weighted average) | 20% | N/A | N/A | N/A | N/A | 147.1% |
| Corporate Earned Award | — | — | — | — | — | 112.6% |
Design features:
- Two performance intervals (1H/2H) with single annual payout; metrics aligned to EPS, revenue, operating income, and KPIs with defined threshold/target/max and payout caps; non-GAAP adjustments consistent with external reporting and policy .
Long-Term Incentive (LTI) – FY2024 grants and PSU program:
| Instrument | Weight | Grant Date | Quantity | Vesting | Terms | Grant FV |
|---|---|---|---|---|---|---|
| Stock Options | 50% | 11/15/2023 | 164,500 options | 25% annually starting ≥12 months post grant | Strike $131.77; 10-year term; standard equity grant policy | $6,529,005 |
| Performance Stock Units (PSUs) | 50% | 11/15/2023 | 49,350 target (24,675 thr; 98,700 max) | 3-year cliff, MDCC certification | Metric: 3-year avg relative EPS growth vs S&P500 Non-Financial; payout 50%/100%/200% at 25th/50th/75th percentile | $6,502,850 |
PSU results (FY2022 grant, vested Dec 2024):
| Grant Year | Target PSUs | Payout % | Vested Shares |
|---|---|---|---|
| FY2022 | 37,170 | 108% | 42,423 |
Governance:
- Clawback policy (NYSE-mandated plus TE policy) covers erroneous incentive-based compensation and other overpayments; Board may impose remedies for misconduct .
- Equity grant timing policy; no timing around MNPI; options struck at market close; first-quarter annual grant cadence .
Equity Ownership & Alignment
Beneficial ownership and alignment:
| Item | Value |
|---|---|
| Beneficial Ownership (as of Jan 13, 2025) | 1,006,417 shares |
| Options exercisable within 60 days (included above) | 887,475 |
| Shares held via family trust (included above) | 40,000 |
| Estimated non-option shares (beneficial less options) | ~118,942 |
| Shares Outstanding (for % context) | 298,472,685 |
| Ownership % of outstanding | ~0.34% |
| CEO Stock Ownership Guideline | 6x base salary; all NEOs met |
| Hedging/Pledging | Prohibited for executives and directors |
Option exercises and vestings (FY2024):
| Transaction | Shares | Value Realized |
|---|---|---|
| Options Exercised | 218,500 | $14,052,273 |
| Stock Awards Vested (RSUs/PSUs) | 55,824 | $7,536,798 |
Employment Terms
| Topic | Key Terms |
|---|---|
| Severance/Notice | Involuntary or “good reason” termination within 12 months post-change-in-control: up to 12-month notice period with base salary/benefits, continued vesting; at end of notice, 12 months’ pay for non-compete/non-solicit covenants . |
| Change-in-Control Equity | Upon qualifying termination after CoC: PSUs vest at target; stock options and RSUs fully vest; no excise tax gross-ups; benefits limited by 280G best-net (no gross-up) . |
| Insider Trading | Trading windows; prohibition on hedging/pledging; policy attached to FY2024 10-K . |
| Clawback | Recovery of erroneous incentive pay and overpayments; additional remedies for misconduct . |
| Ownership Requirements | CEO 6x salary; others 3x; compliance met at FY2024 year-end . |
Board Governance
- Board service: Executive Director since 2016; CEO since 2017; no committee assignments; not independent .
- Board leadership: Independent Chairman (Carol A. “John” Davidson since March 2024); all standing committees entirely independent; Joint Committee on Cybersecurity composed of independent directors .
- Attendance: Board held 8 meetings in FY2024; incumbents attended >75% of Board and committee meetings; non-management directors met in executive session 4 times (Chair presiding) .
- Independence profile: 10 of 12 nominees independent; 2 not independent (Curtin, Mitts) .
Compensation Committee Analysis
- MDCC composition: Abhijit Y. Talwalkar (Chair), Mark C. Trudeau, Dawn C. Willoughby; fully independent; report dated Dec 11, 2024 .
- Independent consultant: Pay Governance advises MDCC on peer groups, design trends, risk assessment, and CEO appraisal support .
- Peer group (no changes in FY2024): 21 companies including Amphenol, Aptiv, Honeywell, Parker-Hannifin, Rockwell Automation, TI, etc.; revenue range $6.1B–$42.3B (median $17.5B); design philosophy targets median pay for median performance .
- Say-on-Pay: ~93% approval in FY2024 .
Compensation Structure Observations
- Mix: ~92% of CEO’s target compensation is performance-based/at-risk (AIP + LTI) .
- Instruments: Shift toward PSUs and stock options; FY2024 LTI split 50% PSUs/50% options .
- AIP calibration: Two intervals with defined thresholds/targets; caps and quality-of-earnings modifiers applied to operating income; KPI targets withheld to avoid competitive harm .
- Governance practices: No repricing of underwater options; excise tax gross-ups not provided; limited perqs; robust clawback and ownership requirements; hedging/pledging prohibited .
Equity Ownership & Alignment Details
| Aspect | Detail |
|---|---|
| Alignment | Significant beneficial holdings; strong option overhang implies continued exposure to share price performance . |
| Compliance | CEO meets ownership guideline; prohibition on pledging/hedging supports alignment . |
| Selling Pressure | 2024 realized value from option exercises was $14.05M; monitor future Form 4 filings for patterns and 10b5-1 usage; proxy does not disclose trading plans . |
Director Compensation (non-employee framework, for governance context)
- Non-management directors: $100,000 annual cash retainer; $200,000 annual equity; stock ownership recommendation equal to 5x cash retainer ($500,000) within five years; most current directors met or are on track .
Say-on-Pay & Shareholder Feedback
| Year | Result |
|---|---|
| FY2024 | ~93% approval of NEO compensation |
Expertise & Qualifications
- Education: Bachelor’s in Accounting; CPA .
- Technical expertise: Finance, operations, M&A, global leadership across industrial segments; prior CFO and business unit leadership experience .
- Board qualifications: Executive leadership, financial strategy, global operations .
Performance & Track Record
- FY2024: Record margins and earnings; robust cash generation; balanced capital deployment including ~$2.8B returned to shareholders and ~$340M for bolt-on acquisition; TSR ~24.5% .
Investment Implications
- Alignment is strong: High at-risk pay, robust clawback, stringent ownership and trading policies, and double-trigger CoC vesting support shareholder alignment and mitigate agency risk .
- Incentive design emphasizes EPS growth and margin expansion: PSU metric (relative EPS growth) and AIP focus (EPS, revenue, operating income, KPIs) tie compensation to financial performance drivers likely to impact valuation and TSR .
- Monitor insider activity: Significant 2024 option exercise value ($14.05M) could signal liquidity needs or tax planning; absent Form 4 detail in the proxy, monitor filings for sustained selling that might create near-term overhang .
- Governance guardrails: Independent chair and independent committees counterbalance CEO-director dual role; no hedging/pledging, no repricing, and no excise tax gross-ups reduce red-flag risks .