Steven A. Raymund
WESCO INTERNATIONALAbout Steven A. Raymund
Independent director with deep global distribution and supply chain expertise; age 69; Wesco director since 2006, with prior service as CEO (1986–2006) and Chairman (1991–2017) of Tech Data Corporation. He currently serves as Lead Independent Director at Jabil, Inc., bringing extensive board governance and compensation oversight experience to Wesco’s board . The board has affirmatively determined his independence under NYSE standards .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Tech Data Corporation | Chief Executive Officer | 1986–2006 | Led global distribution business; extensive supply chain expertise |
| Tech Data Corporation | Chairman of the Board | 1991–June 2017 | Long-term board leadership; governance experience |
External Roles
| Organization | Role | Tenure | Committees |
|---|---|---|---|
| Jabil, Inc. | Lead Independent Director | Current | Member of Compensation; Chair of Nominating & Corporate Governance |
Board Governance
- Committee assignments: Compensation Committee member; Nominating and Governance Committee member .
- Meeting cadence and attendance: Compensation Committee met 5 times in 2024; Nominating & Governance met 3 times; every director attended at least 75% of aggregate board and committee meetings .
- Independence: Board reaffirmed Raymund’s independent status per NYSE standards; all three key committees are fully independent and chaired by independent directors .
- Engagement: Non-management directors held executive sessions at each regular board meeting; all directors attended the annual meeting of stockholders .
- Lead Independent Director: James L. Singleton .
| Committee | Role | 2024 Meetings |
|---|---|---|
| Compensation | Member | 5 |
| Nominating & Governance | Member | 3 |
Fixed Compensation
| Component | Amount (USD) | Terms |
|---|---|---|
| Annual Cash Retainer | $125,000 | Paid quarterly; directors may elect to defer 25–100% of cash/equity retainers |
| Equity (RSUs) | $185,000 | 1,217 RSUs granted Mar 1, 2024 at $152.07; time-based vesting over one year with prorated vesting if term ends earlier |
| Total 2024 Director Compensation | $310,000 | No meeting fees; committee chair fees apply only to chairs (Audit/Comp/NomGov $30,000) and Lead Director $50,000 |
Performance Compensation
As a Compensation Committee member, Raymund helps oversee Wesco’s pay-for-performance framework. Key metrics and 2024 outcomes:
| STIP Metric (Corporate Leaders) | Threshold | Target | Maximum | Actual | Payout (% of Target) |
|---|---|---|---|---|---|
| EBITDA ($USD Millions) | $1,206.8 | $1,724.0 | $2,068.7 | $1,466.1 | 62.5% |
| Free Cash Flow ($USD Millions) | $490.0 | $700.0 | $840.0 | $1,045.2 | 200.0% |
| LTIP Metric (2022–2024 PSUs) | Threshold | Target | Maximum | Actual | Payout Multiple |
|---|---|---|---|---|---|
| Net Income Growth (3-yr avg) | 0% | 5% | 10%+ | 13.2% | 2.0x |
| RONA Growth (bps vs base yr) | 0 | 50 | 100+ | -175 | 0.0x |
Additional governance signals:
- Say-on-Pay support: ~97% approval in 2024 .
- Independent consultant: Meridian engaged for executive and director compensation benchmarking and design; no consultant conflicts .
Other Directorships & Interlocks
| Company | Relationship to WCC | Interlock/Conflict Note |
|---|---|---|
| Jabil, Inc. | External board service | No related-party transactions disclosed for 2024; Compensation Committee interlocks absent |
Expertise & Qualifications
- Former Fortune 500 CEO in global distribution; deep supply chain and operations expertise; broad public company board experience; sustainability assessment familiarity .
- Board skills matrix highlights 100% of Wesco directors with strategic leadership, operations management, international experience, and public company board service—areas aligned with Raymund’s background .
Equity Ownership
| Metric | Value | Notes |
|---|---|---|
| Shares Beneficially Owned | 27,111 | <1% of common stock |
| Deferred units/RSUs included in footnote | 23,616 | Payable after board service; not deemed beneficial under Rule 13d-3 |
| Unexercised Equity Awards Exercisable | 7,715 | As of year-end 2024 |
| Unvested RSUs | 1,228 | As of year-end 2024 |
| Director Ownership Guideline | 5x annual cash retainer | All directors have acquired or are acquiring stock per guidelines |
| Hedging/Pledging | Prohibited for Section 16 directors | No short sales or options; no pledging or margin accounts |
Governance Assessment
- Strengths: Independent status; active on Compensation and Nominating & Governance committees; strong attendance; robust director ownership guidelines; prohibition on hedging/pledging; use of independent compensation consultant; no related-party transactions disclosed in 2024; high say-on-pay support indicating investor confidence .
- Potential watch items:
- Tenure: Director since 2006 (19 years), notably longer than board’s independent director average tenure of ~9.42 years; ongoing refreshment processes in place (five new directors in the past seven years) .
- Compensation mix: Cash ($125k) versus equity ($185k) favors equity alignment; continue monitoring stock unit deferrals for alignment and potential dilution optics .
- Overall governance quality: Committee composition and processes (executive sessions, evaluations, ESG oversight, cybersecurity oversight) support board effectiveness; no compensation committee interlocks; clear clawback and ownership policies enhance alignment and risk mitigation .