Leslie L. Shoemaker
TETRA TECHAbout Leslie L. Shoemaker
Leslie L. Shoemaker, age 67, is Executive Vice President and Chief Innovation and Sustainability Officer at Tetra Tech (TTEK), responsible for advancing “Tetra Tech Delta” technologies, subscription software offerings, and company-wide innovation. She joined Tetra Tech in 1991 and has served as President, Chief Strategist, business group president, and water resources project manager; she holds a B.A. in Mathematics (Hamilton), M.Eng. (Cornell), and Ph.D. in Agricultural Engineering (University of Maryland), and was inducted into the U.S. National Academy of Engineers in 2022 . As of FYE 2024, she had 33 years at Tetra Tech and 2 years in her current EVP role . FY 2024 corporate performance delivered records in revenue ($5,199M, +15%), operating income ($501M, +40%), EPS ($1.23, +21%), and backlog ($5,376M, +12%); one-year TSR was 53% and three-year TSR was 55% .
Past Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| Tetra Tech | President | Until Oct 3, 2022 | Led strategic planning and operations; positioned firm’s high-end consulting/engineering focus |
| Tetra Tech | EVP, Chief Sustainability & Leadership Development Officer | Effective Oct 3, 2022 | Advanced sustainability program, leadership development and digital tools adoption |
| Tetra Tech | EVP, Chief Innovation & Sustainability Officer | 2024–present (as of Nov 19, 2024) | Drives Tetra Tech Delta technology, AI/digital solutions, subscription software strategy |
External Roles
- Not disclosed in filings reviewed.
Fixed Compensation
FY 2024 base salary (approved Nov 2023) increased 2.6% to reflect market median positioning and performance.
| Name | FY 2023 Base ($) | % Increase | FY 2024 Base ($) |
|---|---|---|---|
| Dr. Shoemaker | 585,000 | 2.6% | 600,000 |
Multi-year compensation summary (SCT):
| Component ($) | FY 2022 | FY 2023 | FY 2024 |
|---|---|---|---|
| Salary | 603,269 | 585,000 | 597,404 |
| Bonus | — | 100,000 | — |
| Stock Awards | 1,128,581 | 1,143,141 | 1,140,590 |
| Non-Equity Incentive (AIP) | 791,915 | 897,811 | 858,413 |
| All Other Compensation | 41,349 | 41,788 | 44,040 |
| Total | 2,565,114 | 2,767,740 | 2,640,447 |
Performance Compensation
AIP framework: Target bonus opportunity for EVPs is 80% of base; payouts depend on four metrics (Revenue 20%, Operating Income 40%, Cash Flow 20%, Backlog 20%), with Corporate Performance Factor (CPF) 0–2.0 and a growth-factor modifier; individual modifiers can be +/-20% .
AIP Financial Metrics – FY 2024 (Corporate):
| Metric | Weight | Threshold / Max (% of Target) | Target ($000s) | Actual ($000s) | Preliminary CPF | Growth % / Factor | Final CPF |
|---|---|---|---|---|---|---|---|
| Revenue | 20% | 85 / 115 | 4,975,000 | 5,198,724 | 1.300 | 10% / 1.1 | 1.430 |
| Operating Income | 40% | 75 / 125 | 470,000 | 510,498 | 1.345 | 12% / 1.1 | 1.479 |
| Cash Flow | 20% | 75 / 125 | 300,000 | 358,724 | 1.783 | -26% / 0.9 | 1.605 |
| Backlog | 20% | 85 / 115 | 5,030,000 | 5,376,056 | 1.459 | 5% / 1.0 | 1.459 |
| CPF (avg + growth factor) | — | — | — | — | 1.446 | — | 1.4903 |
AIP Award Calculation – FY 2024:
| Base Salary ($) | Target Award % | CPF | Individual Modifier | Resulting AIP Award ($) |
|---|---|---|---|---|
| 600,000 | 80 | 1.4903 | 1.200 | 858,413 |
LTI structure and grants:
- PSUs: 60% of LTI by value; cliff vest at 3 years; vesting determined 50% by adjusted EPS growth (0% if <2% CAGR; 100% at 9%; 200% at ≥16%) and 50% by relative TSR vs two peer cohorts (0% if <25th percentile; 200% at ≥75th percentile) .
- RSUs: 40% of LTI by value; time-based vesting at 25% per year over 4 years .
FY 2024 LTI Awards (Grant date Nov 21, 2023):
| Metric | Value |
|---|---|
| Target LTI Value ($) | 1,000,000 |
| PSUs (#) | 18,215 |
| PSUs ($) | 741,457 |
| RSUs (#) | 12,145 |
| RSUs ($) | 399,133 |
| Grant Date Fair Value Total ($) | 1,140,590 |
PSU Vesting Schedules:
| Vesting Credit % | EPS Growth | TSR Percentile |
|---|---|---|
| 0 | < 2% | < 25 |
| 100 | 9% | 50 |
| 200 | ≥16% | ≥75 |
Options and Stock Vested – FY 2024:
| Metric | Shares (#) | Value ($) |
|---|---|---|
| Shares Acquired on Option Exercise | 55,805 | 1,829,092 |
| Shares Vested (PSUs/RSUs) | 32,435 | 1,068,042 |
Equity Ownership & Alignment
- Beneficial ownership: 307,990 shares; <1% of outstanding (as of Jan 2, 2025) .
- Stock ownership guidelines: EVPs must hold ≥3× base salary; all NEOs are in compliance .
- Hedging/pledging: Prohibited; all NEOs in compliance .
Outstanding Equity Awards at FYE 2024 (Sept 29, 2024):
| Category | Count (#) | Market/Payout Value ($) |
|---|---|---|
| RSUs – Not Vested | 30,375 | 1,409,400 |
| PSUs – Unearned/Not Vested | 52,355 | 2,429,272 |
Nonqualified Deferred Compensation – FY 2024:
| Executive Contributions ($) | TTEK Contributions ($) | Aggregate Earnings ($) | Withdrawals ($) | Balance at FYE ($) |
|---|---|---|---|---|
| 857,618 | — | 716,406 | — | 3,627,479 |
Employment Terms
- No individual employment agreement (at-will) .
- Change-in-Control (CIC) Severance Plan: For a qualifying termination (without cause or for good reason during the 2 years post-CIC, or 90 days pre-CIC for without cause), lump-sum cash equals current base salary + target bonus times a multiple (1.5× for Dr. Shoemaker), prorated target bonus for year of termination, earned but unpaid prior-year bonus, and 102% of medical benefits for 18 months; double-trigger equity vesting (time-based awards fully vest; performance awards vest based on actual results; no automatic acceleration on CIC) .
- Potential CIC payments (illustrative amounts, as of FYE 2024): severance $1,050,000; health benefits $15,504; accelerated vesting of PSUs $2,429,272; accelerated vesting of RSUs $1,409,400; total $4,904,176 .
- Clawback: Dodd-Frank-compliant recoupment for any restatement-related performance pay .
- Perquisites: Limited capped reimbursements for vehicle use, financial/tax planning, memberships, annual physicals; no tax gross-ups .
- No option repricing/exchanges; no excise tax gross-ups .
Investment Implications
- Pay-for-performance alignment: AIP and PSUs tie payouts to revenue, operating income, cash flow, backlog, EPS growth, and relative TSR, with rigorous growth-factor modifiers; FY 2024 corporate CPF of 1.4903 and a +20% individual modifier indicates strong operational execution and above-target performance .
- Retention and selling pressure: Significant unvested RSUs (30,375) and PSUs (52,355) plus FY 2024 option exercises and vesting events (88,240+ shares combined) can create periodic liquidity needs for tax and portfolio management, but anti-hedging/pledging policy and stock ownership requirements anchor alignment .
- CIC economics: Double-trigger structure, performance-based PSU vesting, and disclosed potential severance reinforce balanced retention without windfalls; total illustrative CIC-related benefits of ~$4.9M reflect meaningful, but not excessive, protection .
- Execution track record: Leadership credited with advancing sustainability goals, rating improvements, software subscription strategy, leadership development, and digital hiring—contributing to record FY 2024 financials and elevated TSR, supporting continued confidence in delivery .
- Governance signals: Strong say-on-pay support (93% in 2024), independent compensation oversight (Meridian), no employment agreement, and clawback policy reduce governance risk .