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Barbara Balinski

Senior Vice President, Chief Transformation Officer at TENNANTTENNANT
Executive

About Barbara Balinski

Senior Vice President, Chief Transformation Officer at Tennant Company (since May 2024). Joined Tennant in 2018 as VP of Engineering and became SVP, Technology & Innovation in March 2021, leading R&D, Marketing, and IT; currently oversees enterprise ERP modernization and cross-functional transformation execution . Prior roles include engineering leadership at Whirlpool (2005–2017) and eleven years with Saturn/General Motors; B.S. Mechanical Engineering, University of Minnesota . Company performance context: FY2024 net sales +3.5% YoY, organic growth +3.2%, Adjusted EBITDA $208.8M and margin +70 bps, driving 98.7% of target CIP payout and 123.8% payout for 2022–2024 PRSUs .

Past Roles

OrganizationRoleYearsStrategic Impact
Tennant CompanySVP, Chief Transformation Officer2024–presentExecutive oversight of ERP/SAP modernization; alignment and momentum across functions .
Tennant CompanySVP, Technology & Innovation2021–2024Led R&D, Marketing, IT; advanced innovation pipeline and robotics offerings .
Tennant CompanyVP, Engineering2018–2021Built and led autonomous mobile robot program; strengthened product development .
Whirlpool CorporationDirector/Product Development; engineering leadership2005–2017Led Integrated Business Units engineering; product and go-to-market initiatives .
Saturn/General MotorsDesign/engineering roles~1986–1997Automotive product development across roles of increasing responsibility .

External Roles

OrganizationRoleYearsStrategic Impact
Dunwoody College of TechnologyBoard of Trustees Member2023–presentGovernance oversight for STEM-focused institution .

Fixed Compensation

Metric20232024
Annualized Base Salary ($)$343,248 $385,364
Salary Paid ($)$337,545 $385,364
Incentive Target as % of Base20232024
CIP Target (%)60% 60%
LTIP Target (%)125% 125%
Summary Compensation20232024
Stock Awards ($)$321,838 $481,620
Option Awards ($)$107,280
Non-Equity Incentive Plan Comp (CIP) ($)$411,898 $228,213
All Other Compensation ($)$33,185 $51,954
Total ($)$1,211,746 $1,147,151

Performance Compensation

2024 CIP Structure (Company-level)WeightingThresholdTargetMaximumActualPayout
Adjusted EBITDA$ (in $000s)50% $166,000 $205,000 $220,000 $204,172 98.7% of target
Adjusted EBITDA%25% 14.4% 16.0% 16.6% 15.97% 98.7% of target
Total Revenue (in $000s)25% $1,154,000 $1,282,000 $1,353,000 $1,278,565 98.7% of target
2024 CIP Award – BalinskiThreshold ($)Target ($)Maximum ($)Actual Payout ($)Vesting/Payment Timing
Executive Officer CIP$115,609 $231,219 $462,437 $228,213 Paid per plan post-year end (within ~2.5 months)
2024–2026 LTIP – BalinskiMetricWeightingTargetMaximumVesting
PRSUs (shares and grant value)ROIC & Cumulative EPS 60%/40% 2,186 sh; $240,810 4,372 sh; $481,620 12/31/2026
Restricted Stock (shares and grant value)N/AN/A2,186 sh; $240,810 N/A100% on 3rd anniversary (grant 2/27/2024 → 2/27/2027)
2022–2024 LTIP Payout (Company-level)MetricWeightingThresholdTargetMaximumActualPayout
Incentive ROIC (12M avg/3Y simple avg)60% 16.6% 22.1% 24.3% 19.18% 123.8% of target
3-Year Cumulative EPS ($)40% $11.95 $15.94 $17.53 $18.24 123.8% of target

Equity Ownership & Alignment

Beneficial Ownership (as of 3/6/2025)Shares% of Outstanding
Barbara A. Balinski27,018 (incl. options exercisable within 60 days: 15,547) ~0.14% (27,018/18,806,189)
  • Stock ownership guidelines: CEO 5x salary, CFO 3x, other NEOs 2x; Balinski is subject to holding requirement until guideline met; must retain 50% of net shares from vesting/exercise until compliant; transitional allowance permits limited sales: up to 20% of directly owned shares in first 12 months from Feb 1, 2024 and 10% in next 12 months (subject to limits) .
  • Hedging and pledging prohibited for officers/directors under insider trading policy (mitigates misalignment risk) .
Outstanding Equity Awards – Balinski (12/31/2024)Grant DateExercisable Options (#)Unexercisable Options (#)Exercise Price ($)ExpirationUnvested Restricted Stock (#)Market Value ($)Unearned PRSUs (#)Market/Payout Value ($)
04/26/20181,878 73.90 04/26/2028
02/26/20192,926 63.65 02/26/2029
03/02/20213,860 78.24 03/02/2031
03/01/20222,619 1,310 78.78 03/01/2032 1,169 $95,309 2,339 $190,699
02/28/20231,477 2,954 72.88 02/28/2033 1,472 $120,012 2,944 $240,024
02/27/20242,186 $178,225 2,186 (2024 PRSU target) $240,810 (target grant value)
Option/Stock Vests and Exercises (2024)Shares ExercisedValue Realized ($)Shares VestedValue Realized ($)
Barbara A. Balinski3,835 $423,160

Employment Terms

  • Plan participation: As an executive appointed since Oct 2018, Balinski participates in the Executive Officer Severance Plan (not party to separate Executive Agreements); double-trigger applies for CIC cash severance; equity generally accelerates on CIC .
  • Severance – Termination Without Cause (unrelated to CIC): Cash severance $385,364; CIP (pro-rata based on actuals) $228,213; benefits $13,262; total $626,839 .
  • Severance – Within 3 Years of CIC: Cash severance $1,235,241 (2x annual compensation under Severance Plan); CIP target $231,218; benefits $19,893; total $1,486,353; plus accelerated awards value $1,031,646 .
  • Clawback/recoupment: Policies cover restatements and certain misconduct; broader policy applies to access persons; Committee discretion on amounts .
  • No tax gross-ups; no option repricing/backdating; fully independent Compensation Committee with Pearl Meyer as independent consultant .

Investment Implications

  • Pay-for-performance alignment: CIP and PRSU payouts tie directly to revenue, EBITDA$, margin, ROIC, and EPS—company delivered record net sales, higher Adjusted EBITDA and margin, yielding 98.7% CIP and 123.8% PRSU payouts, supporting incentive integrity .
  • Retention and selling pressure: Strong unvested equity (restricted stock/PRSUs) with upcoming vesting (2025–2027) and 50% net-share holding requirement until ownership guideline achieved temper near-term selling; transitional allowances could allow limited sales in 2024–2026 windows (20% then 10%), but pledging/hedging prohibited .
  • Change-in-control economics: Double-trigger severance (~$1.49M cash/CIP/benefits) plus ~$1.03M accelerated equity implies meaningful CIC value; not excessive by plan design (2x annual compensation under Severance Plan) .
  • Execution track record: Led ERP modernization milestones and robotics innovation; role central to operational transformation—positive for medium-term value creation and risk-managed delivery of growth strategy .