Amy George
TEREXAbout Amy George
Amy George is Senior Vice President Human Resources and Chief Human Resources Officer (CHRO) at Terex (TEX). She was appointed CHRO in December 2019 after serving as Vice President, Chief Talent and Diversity Officer since November 2017; she began her Terex career in February 2007. As of March 24, 2025 she is 63 years old. Prior to Terex, George spent approximately 10 years at PepsiCo culminating as Vice President, Global Diversity, 10 years at James River Corporation (now Georgia-Pacific) in sales and management roles, and started her HR career at Chesebrough-Ponds . Company performance over her CHRO tenure shows strong alignment with pay-for-performance constructs: 2024 TSR value of an initial $100 investment at $163.71 (peer $169.14), net income $335.5 million, and ROIC 21.1% .
Past Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| Terex | VP, Chief Talent & Diversity Officer | Nov 2017–Dec 2019 | Led enterprise talent and diversity programs ahead of CHRO appointment |
| PepsiCo | VP, Global Diversity; prior HR leadership roles | ~10 years | Drove global diversity strategy; senior HR leadership experience at scale |
| James River Corporation (now Georgia-Pacific) | Management roles across Sales, GM, Customer Administration, HR | ~10 years | Multi-functional operating experience in manufacturing and distribution |
| Chesebrough-Ponds | Human Resources | Not disclosed | Entry into HR; foundational HR experience |
External Roles
No public company directorships or external board roles for Amy George are disclosed in recent company filings .
Fixed Compensation
| Metric | 2019 | 2020 | 2021 |
|---|---|---|---|
| Salary ($) | $404,754 | $387,150 | $440,086 |
| Bonus ($) | $0 | $0 | $0 |
| Stock Awards ($) | $415,042 | $489,255 | $551,437 |
| Non-Equity Incentive Plan Compensation ($) | $124,657 | $169,989 | $510,879 |
| All Other Compensation ($) | $56,827 | $95,589 | $108,084 |
| Total ($) | $1,001,280 | $1,141,983 | $1,610,486 |
2021 perquisites detail: Disability premiums $1,073; 401(k) matching $14,500; ESPP company contributions $390; Company-paid life insurance $2,557; Dividends on stock awards $8,233; Other $81,331 (DC SERP contribution $60,499; Deferred Compensation Plan matching $20,832) .
Performance Compensation
- Annual incentive design: For 2024, 80% based on consolidated financial targets; 20% on individual performance metrics. Other executive officers’ annual incentive targets generally range 65%–75% of base salary. This reflects the Committee’s pay-for-performance orientation and upside/downside mechanics .
- Long-term incentive mix: Historically 65% performance-based restricted stock units (PSUs) and 35% time-based RSUs for executive officers, with PSUs tied to ROIC and TSR; time-based RSUs vest over three years (e.g., 2019 awards vest one-third each March 12, 2020–2022; 2020 awards one-third each February 26, 2021–2023) .
| Component | Metric | Weighting | Target | Actual/Payout | Vesting |
|---|---|---|---|---|---|
| 2021 Annual Incentive (NEIP) | Company and Individual metrics | Not disclosed for 2021 (practice: 80% financial/20% individual for 2024) | $287,011 target opportunity | $510,879 paid | Paid March 2022 per plan |
| 2021 PSUs (Grant 3/4/2021) | ROIC (PSU tranche) | Part of 65% PSU mix | Target 3,834 sh; Max 7,668 sh | Not disclosed (performance period) | 3-year, subject to metric attainment |
| 2021 PSUs (Grant 3/4/2021) | TSR (PSU tranche) | Part of 65% PSU mix | Target 3,834 sh; Max 7,668 sh | Not disclosed (performance period) | 3-year, subject to metric attainment |
| 2021 RSUs (Grant 3/4/2021) | Time-based | 35% of LTI mix | 4,129 sh | N/A | Vests one-third annually over 3 years |
| 2021 Stock Vested | RSU/PSU vestings | N/A | N/A | 8,227 sh vested; $357,333 value | As scheduled |
2021 grant-date fair values: RSUs $176,750; PSUs $164,125 (one tranche) and $210,562 (second tranche) .
Equity Ownership & Alignment
| Item | 2019 | 2020 | 2021 |
|---|---|---|---|
| Beneficial Ownership (Shares) | Not disclosed | 97,676 sh; <1% of class | 99,838 sh; <1% of class |
| Stock Ownership Guideline (as % of salary) | 2.0x salary | 2.0x salary | 2.0x salary |
| Actual Ownership vs Guideline | $2.8m; 6.5x salary | $3.6m; 8.4x salary | $3.5m; 7.9x salary |
- Anti-hedging/anti-pledging: Terex prohibits short sales and speculative derivatives; prohibits purchasing on margin or pledging without prior Legal Department approval. As of March 1, 2021, executives/directors with margin accounts had no debit balances noted .
- Deferred compensation: 2020 aggregate balance $2,597,207; 2020 executive contributions $134,756; registrant contributions $70,160; aggregate earnings $377,296 .
Employment Terms
- Executive Agreements: Initial term one year; auto-renew annually unless non-renewed with six months’ notice; if a Change in Control occurs during term, agreement remains in effect until third anniversary of the CIC .
- Change-in-control economics (double-trigger introduced beginning in 2017 in certain circumstances): In CIC-related terminations, Ms. George would receive 1x base salary and 1x annual bonus target; immediate vesting of unvested equity; 12 months of benefits, and outplacement services; non-CIC involuntary termination provides 1x base salary, no bonus multiple, vesting of awards scheduled to vest within 12 months, and 12 months of benefits .
| Potential Payments (Assume event 12/31/2021) | Voluntary | Retirement | Involuntary (Not for Cause/Good Reason) | For Cause | Involuntary (CIC) | Death | Disability |
|---|---|---|---|---|---|---|---|
| Base Salary | $0 | $0 | $443,700 | $0 | $443,700 | $0 | $0 |
| Annual Incentive | $0 | $0 | $288,405 | $0 | $576,810 | $0 | $0 |
| RSUs (time-based) | $0 | $0 | $238,869 | $0 | $476,814 | $476,814 | $476,814 |
| PSUs (performance-based) | $0 | $0 | $104,953 | $0 | $1,144,722 | $1,144,722 | $1,144,722 |
| Benefits (premiums, other) | Disability $1,000; Life $2,500; Health/Welfare $31,000; Other $104,000 | Same as involuntary | As listed | $0 | As listed | As listed | As listed |
| Retirement Plan Payments | $4,462,000 | $4,462,000 | $4,462,000 | $4,462,000 | $4,462,000 | $4,462,000 | $4,462,000 |
| Life Insurance Proceeds | $0 | $0 | $0 | $0 | $0 | $888,000 | $0 |
| Disability Benefits | $0 | $0 | $0 | $0 | $0 | $0 | $800,000 |
- Clawback: Incentive awards may be recovered in event of restatements due to errors, omissions, or fraud (supplemental to Sarbanes-Oxley) .
- Non-compete/non-solicit: Agreements include confidentiality and non-disparagement; non-compete provisions are disclosed for certain executives (e.g., Messrs. Garrison, Sheehan, Hegarty). Ms. George’s specific non-compete scope is not explicitly disclosed in cited sections .
Investment Implications
- Alignment: George significantly exceeds stock ownership guidelines (6.5x–8.4x of salary across 2019–2021 vs 2x requirement), indicating meaningful “skin in the game.” Anti-hedging/anti-pledging restrictions further align incentives and reduce collateralization risk .
- Pay-for-performance: LTI heavily performance-based with ROIC and TSR metrics; annual incentive ties majority to company financials. 2021 bonus payout above target suggests strong execution in that year and alignment with disclosed metrics .
- Retention/exit economics: CIC severance for Ms. George is moderate (1x salary and 1x bonus with accelerated vesting), which limits excessive parachute risk yet provides retention value; auto-renewing agreements and deferred comp balances add retention stickiness .
- Trading signals: We did not identify recent Form 4 transactions specific to Amy George in the documents reviewed; monitor Section 16 filings for vesting-related sales around annual vest dates and PSU settlements to gauge selling pressure. Company 8-Ks note that executive ownership information is available via Form 3/4 filings, which should be tracked for timing and size of dispositions .
Overall: Strong ownership, performance-conditioned equity, and moderate CIC terms suggest incentives are well-aligned; retention risk appears contained. Continue to monitor annual grant cycles (Q1), vesting dates, and any policy changes to long-term metrics or severance multiples.