Business Context and Reporting Period
This Form 8-K filing by Ingersoll Rand Inc. (IR) was submitted on June 12, 2025. The report details executive leadership changes and corresponding compensatory arrangements approved by the Board of Directors and the Compensation Committee.
Key Financial Metrics
The filing does not provide financial performance metrics such as revenue, profit, cash flow, margins, debt, or liquidity. The document focuses exclusively on executive compensation adjustments.
Material Changes
- Leadership Expansion: Michael Weatherred, previously Senior Vice President of IR Execution Excellence (IRX), has been appointed to lead the Precision & Science Technologies (PST) segment. His new title is Senior Vice President PST Segment, Demand Generation and Execution.
- Compensation Adjustments for Michael Weatherred: Effective June 16, 2025, his annual base salary is set at $600,000. His Management Incentive Plan (MIP) cash payout opportunity is revised to 85%, with performance goals adjusted to include PST segment performance.
- Compensation Adjustment for Andrew Schiesl: Following a market review, an additional equity award was approved for Andrew Schiesl (Senior Vice President, General Counsel, Chief Compliance Officer) to ensure market competitiveness and retention.
Equity Awards and Outlook
The Compensation Committee approved specific equity grants for both executives under the Amended and Restated 2017 Omnibus Incentive Plan. The actual grant date is scheduled for August 6, 2025.
| Executive | Restricted Stock Units (RSUs) | Stock Options | Performance Stock Units (PSUs) |
|---|---|---|---|
| Michael Weatherred | $75,000 | $75,000 | $150,000 |
| Andrew Schiesl | $112,500 | $112,500 | $225,000 |
Vesting Terms: RSUs and stock options vest 25% annually over four years. PSUs are evaluated over a performance period from January 1, 2025, to December 31, 2027. The Committee intends to incorporate these award values into future annual grant cycles for these executives.
Investor Verification Checklist
- Verify the final grant date of August 6, 2025, and the resulting number of shares/options issued based on the stock price on that date.
- Confirm the specific performance metrics tied to the PST segment for Mr. Weatherred's MIP and PSU awards.
- Review the Company's most recent Form 10-K for risk factors that could impact the realization of the forward-looking statements regarding growth and margin expansion in the PST segment.
- Monitor future filings to ensure the integration of these equity values into subsequent annual compensation cycles as stated by the Committee.