Roger R. Argus
TETRA TECHAbout Roger R. Argus
Roger R. Argus is President of Tetra Tech (appointed October 7, 2025), overseeing global operations after serving as EVP, Corporate Development; President, Commercial/International Services Group (CIG); and previously SVP & President of Government Services Group (GSG) and President of the U.S. Government Division. He holds a BS in Chemical Engineering from California State University, Long Beach, and has 31 years at Tetra Tech as of FYE 2024, with 7 years in his NEO role at that time . Company performance under the executive team showed FY 2024 revenue $5,199 million (+15% YoY), operating income $501 million (+40% YoY), EPS $1.23 (+21% YoY), backlog $5,376 million (+12% YoY), and TSR of 53% over one year and 55% over three years .
Past Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| Tetra Tech | President | Oct 2025–present | Oversees global operations, sustaining exceptional performance and strategic growth |
| Tetra Tech | EVP, Corporate Development | Nov 2024–Oct 2025 | Directed M&A program (identifying, negotiating, integrating acquisitions) to expand technical strength and client base |
| Tetra Tech | President, Commercial/International Services Group (CIG) | Oct 2023–Oct 2025 | Led global water and energy nexus initiatives focused on private sector growth |
| Tetra Tech | SVP & President, Government Services Group (GSG) | Oct 2018–Oct 2024 | Drove performance in government-focused operations; contributed to backlog growth and visibility |
| Tetra Tech | President, U.S. Government Division | Oct 2017–Nov 2024 | Led federal operations and integration of federal IT acquisition, expanding data analytics/AI market exposure |
| Tetra Tech | Project/Program Manager; Business Unit Leader | Various years | Multidisciplinary environmental, engineering, and management programs across public and private clients |
Fixed Compensation
Multi-year summary of reported compensation for Mr. Argus (USD):
| Metric | FY 2022 | FY 2023 | FY 2024 |
|---|---|---|---|
| Salary | $484,808 | $504,615 | $543,077 |
| Bonus | — | — | — |
| Stock Awards (Grant Date Fair Value) | $920,707 | $914,466 | $1,026,572 |
| Non-Equity Incentive Plan (AIP) | $541,474 | $717,484 | $694,705 |
| All Other Compensation | $47,651 | $53,976 | $47,520 |
| Total | $1,994,640 | $2,190,541 | $2,311,874 |
FY 2024 base salary rates set in November 2023: $550,000 for Mr. Argus (7.8% increase from $510,000) .
FY 2024 AIP award calculation inputs:
| Name | FY 2024 Base Salary ($) | Target Award (%) | Financial Modifier (CPF) | Individual Modifier | AIP Award ($) |
|---|---|---|---|---|---|
| Mr. Argus | $550,000 | 85% | 1.4860 (GSG/CIG weighted 50/50) | 1.000 | $694,705 |
Performance Compensation
Annual Incentive Plan (AIP): FY 2024 Metric Outcomes (GSG basis)
Weighting: Revenue 20%, Operating Income 40%, Cash Flow 20%, Backlog 20 .
| Metric | Target FY 2024 ($000s) | Actual FY 2024 ($000s) | Actual vs Target (%) | Preliminary CPF (0–2.0) | Growth % / Factor | Weight | Final CPF |
|---|---|---|---|---|---|---|---|
| Revenue | 2,239,000 | 2,439,636 | 108.96% | 1.597 | 4% / 0.9 | 0.2 | 1.438 |
| Operating Income | 234,000 | 274,650 | 117.37% | 1.695 | -2% / 0.9 | 0.4 | 1.525 |
| Cash Flow | 210,000 | 265,218 | 126.29% | 2.000 | -27% / 0.9 | 0.2 | 1.800 |
| Backlog | 2,698,000 | 3,161,657 | 117.19% | 2.000 | -1% / 0.9 | 0.2 | 1.800 |
| CPF (GSG) | — | — | — | 1.797 | — | — | 1.618 |
Mr. Argus’s FY 2024 financial modifier was 1.4860 based on GSG and CIG results weighted 50% each . The AIP formula uses base salary × target % × financial modifier × individual modifier; for Mr. Argus, this produced $694,705 .
Long-Term Incentive (LTI): Structure and FY 2024 Awards
- FY 2024 LTI mix: PSUs 60% (three-year cliff vest based 50% on EPS growth and 50% on relative TSR vs a 16-company GICS-based peer group and the S&P 1000), RSUs 40% (25% per year) .
- Grant date: November 21, 2023; RSUs valued at $32.86 per share; PSUs valued using ASC 718 with performance component $32.86 and market component $42.55 (Monte Carlo) .
| Component | PSUs (#) | PSUs ($) | RSUs (#) | RSUs ($) | Total Grant Date Fair Value ($) |
|---|---|---|---|---|---|
| FY 2024 LTI (Argus) | 16,395 | $667,368 | 10,930 | $359,204 | $1,026,572 |
Vesting terms:
- RSUs: 25% per year; for the 11/21/23 grant, 25% vested on 11/30/24, then annually for three years thereafter .
- PSUs: cliff vest after three-year performance period based on EPS growth and relative TSR .
Equity Ownership & Alignment
Beneficial Ownership (as of January 2, 2025)
| Holder | Shares Beneficially Owned (#) | % of Shares Outstanding |
|---|---|---|
| Roger R. Argus | 25,841 | <1% |
Outstanding Equity Awards at FYE 2024 (Market value at $46.40 close on 9/27/24)
| Grant/Type | Not Vested (#) | Market Value ($) | Vesting Terms |
|---|---|---|---|
| RSU grant 11/19/20 | 2,865 | $132,936 | 25% on 11/18/21 and annually for 3 years |
| RSU grant 11/23/21 | 4,110 | $190,704 | 25% on 11/18/22 and annually for 3 years |
| RSU grant 11/16/22 | 7,605 | $352,872 | 25% on 11/18/23 and annually for 3 years |
| RSU grant 11/21/23 | 10,930 | $507,152 | 25% on 11/30/24 and annually for 3 years |
| PSU grant 11/23/21 | 12,340 (unearned) | $572,576 | Three-year cliff; EPS growth and relative TSR |
| PSU grant 11/16/22 | 15,210 (unearned) | $705,744 | Three-year cliff; EPS growth and relative TSR |
| PSU grant 11/21/23 | 16,395 (unearned) | $760,728 | Three-year cliff; EPS growth and relative TSR |
| Totals | 25,510 RSUs | $1,183,664 | — |
| 43,945 PSUs (unearned) | $2,039,048 | — |
Shares vested and value realized in FY 2024:
| Name | Shares Vested (#) | Value Realized on Vesting ($) |
|---|---|---|
| Mr. Argus | 39,885 | $1,312,398 |
Stock ownership guidelines:
- EVP: 3× base salary; SVP: 2× base salary. Until met, retain at least 75% of gain shares from options, PSUs, and RSUs; five-year compliance window; unvested RSUs count toward compliance. As of FYE 2024, all directors and executive officers met guidelines (subject to phase-in) .
- Insider trading policy prohibits hedging and pledging of company stock; employees and directors may not pledge TTEK securities as collateral or hold them in margin accounts .
Employment Terms
Change-in-control (CIC) Severance Plan:
- No employment agreements; NEOs eligible for CIC severance on double trigger (qualifying termination within two years post-CIC, or 90 days pre-CIC for termination without cause) .
- Cash severance multiple based on role: Hopson and Argus 1.0× (current base salary + target bonus); plus prorated target bonus for year of termination; prior-year earned but unpaid bonus; medical benefits cash payment equal to 102% of cost for 12 months (Argus) .
- Equity: RSUs and time-based awards fully vest; performance-based equity vests based on actual performance; no automatic vesting upon CIC absent termination .
- Restrictive covenants: confidentiality and 12-month non-solicitation (employees, clients, suppliers, licensees, business relations) for Mr. Argus; payments contingent on release and covenant compliance .
- No excise tax gross-ups; payments reduced to avoid 4999 excise taxes unless full payment is better after-tax .
Potential payments for Mr. Argus (illustrative values as of FYE 2024):
| Payment Type | Termination w/o Cause or w/ Good Reason in Connection with CIC ($) |
|---|---|
| Severance Benefits (cash lump sum) | $926,500 |
| Health Benefits | $10,452 |
| Accelerated Vesting of Unvested RSUs | $1,183,664 |
| Accelerated Vesting of Unvested PSUs | $2,039,048 |
| Total | $4,195,664 |
Clawback policy:
- SEC-compliant recoupment of incentive compensation tied to financial reporting measures upon any required accounting restatement .
Perquisites:
- Limited capped reimbursements (vehicle use, financial planning, tax planning, memberships, annual physical), with no tax gross-ups .
Performance & Track Record
- FY 2024: “drove performance across global operations,” contributing to record overall performance; increased backlog and 2025 visibility; led acquisitions and integration; expanded Fearless Entrepreneur program generating several hundred million dollars in new project wins .
- FY 2023: Drove performance in U.S. government operations; increased backlog and FY 2024 visibility; led identification, due diligence, acquisition, and integration of a federal IT business expanding data analytics/AI exposure; Fearless Entrepreneur program delivered 150+ new project wins .
- Company TSR: 53% one-year, 55% three-year; strong FY 2024 financials (see About section) .
Compensation Structure Analysis
- Equity-heavy, at-risk design: PSUs 60% and RSUs 40% of LTI; three-year PSU cliff and annual RSU vesting align pay with performance and ownership .
- FY 2022–2024 trend: Stock awards rose from $920,707 (2022) to $1,026,572 (2024); AIP varied with group results ($541,474 in 2022; $717,484 in 2023; $694,705 in 2024) consistent with pay-for-performance outcomes .
- Targeting market median; majority of NEO compensation is incentive-based; no employment agreements and double-trigger CIC protections; no repricing of options under EIP .
Equity Ownership & Alignment Risk Indicators
- Hedging and pledging prohibited; ownership guidelines enforced; all executives compliant at FYE 2024 .
- Upcoming equity events: Annual RSU vesting on grant schedules (e.g., 11/21/23 RSUs vest 25% annually post 11/30/24) and PSU cliff vesting after three-year performance cycles (grants 2021/2022/2023) can create periodic liquidity windows and potential selling pressure around vest dates .
Expertise & Qualifications
- 40 years of professional experience; 30+ years with Tetra Tech; multidisciplinary leadership across federal, state, municipal, and private clients; extensive M&A leadership (identification, negotiation, integration) .
- Education: BS, Chemical Engineering, California State University, Long Beach .
Investment Implications
- Strong alignment: High proportion of at-risk, performance-based pay and multi-year PSU metrics (EPS growth and relative TSR) align Mr. Argus’s incentives with long-term value creation; clawback and anti-hedging/pledging policies reduce governance risk .
- Retention and selling pressure: Meaningful unvested RSUs ($1.18 million) and unearned PSUs ($2.04 million) as of FYE 2024 support retention yet create potential vest-driven selling windows; no options outstanding reduces forced exercise dynamics .
- CIC economics: Double-trigger plan with a 1.0× severance multiple, prorated bonus, and performance-based vesting of PSUs balances retention with shareholder protections; absence of tax gross-up is shareholder-friendly .
- Execution track record: Documented leadership driving backlog growth, acquisitions, and major project wins, with company-level financial and TSR outperformance supporting confidence in operational execution under his expanded role as President .