Jeff Tweedy
Academy Sports & OutdoorsAbout Jeff C. Tweedy
Jeff C. Tweedy, age 62, is an independent Class III director of Academy Sports and Outdoors (ASO) serving since October 2020; his current term expires at the 2026 annual meeting . He serves on the Compensation Committee and the Nominating & Governance Committee, and the Board has affirmed his independence under SEC and Nasdaq rules, including heightened standards for committee service . Tweedy’s background includes over 25 years in fashion and retail leadership, notably as CEO of Sean John Clothing, with expertise spanning merchandising, marketing, sourcing/manufacturing, digital/eCommerce, and strategic planning; he studied Menswear Design & Marketing at the Fashion Institute of Technology .
Past Roles
| Organization | Role | Tenure | Notes |
|---|---|---|---|
| Sean John Clothing | Chief Executive Officer | Nov 2007 – Mar 2021 | Executive leadership in fashion/retail |
| Sean John Clothing | Executive Vice President | Feb 1996 – Mar 2005 | Senior management role |
| Global Brands Group/Sean John | Advisor | Mar 2021 – Aug 2022 | Advisory role post-CEO |
| Karl Kani Jeans | Vice President | Mar 1993 – Jun 1996 | Merchandising leadership |
| Spike Lee | Vice President | Feb 1992 – Jun 1993 | Brand/marketing role |
| Ralph Lauren Womenswear | East Coast Sales Manager | Feb 1990 – Dec 1992 | Sales management |
| Fashion Institute of Technology | Menswear Design & Marketing | — | Education/program affiliation |
External Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Safe and Green Development Corporation | Director | Apr 2023 – present | Compensation; Nominating & Corporate Governance |
| The Piney Woods School | Board Member | Feb 2019 – present | Non-profit governance role |
| Fashion Institute of Technology | Advisory Board Member | Jan 2020 – present | Industry/education advisory |
Board Governance
- Committee assignments: Compensation Committee member; Governance Committee member; not a chair .
- Board independence: Confirmed independent under SEC/Nasdaq standards (including heightened standards for audit/comp committees) .
- Attendance and engagement: In 2024, all incumbent directors attended ≥75% of Board/committee meetings; Board held 6 meetings, Compensation 4, Governance 4; all ten then-serving directors attended the 2024 annual meeting .
- Lead Independent Director structure: Board separates Chair and CEO; Tom Nealon serves as Lead Independent Director with defined responsibilities; independent directors met in executive session at least twice in 2024 .
- Overboarding policy: Directors limited to four public boards and audit committee limits; all directors comply .
Committee Summary (FY 2024)
| Committee | Role | Meetings (FY 2024) |
|---|---|---|
| Compensation | Member | 4 |
| Nominating & Governance | Member | 4 |
Fixed Compensation
- Director program: Annual cash retainer $100,000; additional cash retainers only for Chair/Lead Director/committee chairs (Tweedy is not a chair); annual RSU grant valued at $160,000 for non-employee directors, vesting 100% on the earlier of one year, death/disability, or Change of Control .
| Year | Cash Fees ($) | Stock Awards ($, grant-date fair value) | Total ($) |
|---|---|---|---|
| 2024 | 100,000 | 151,693 | 251,693 |
| 2023 | 100,000 | 146,970 | 246,970 |
Performance Compensation
- Non-employee directors do not receive performance-based pay; RSUs are time-based only with the vesting schedule above. No revenue/EBITDA/TSR or ESG performance metrics apply to director equity awards .
| Award Feature | Disclosed Terms |
|---|---|
| RSU grant value | $160,000 annual for non-employee directors; $285,000 for Chairman starting 2024 |
| Vesting | 100% on the earlier of one year, death/disability, or Change of Control |
| Performance metrics | None for director RSUs |
| Grant timing | First open trading window after annual meeting |
Other Directorships & Interlocks
- Public company board: Safe and Green Development (committees: Compensation; Nominating & Corporate Governance) .
- Interlocks/conflicts: Since the beginning of 2024, ASO discloses no related-person transactions requiring Item 404 reporting; no interlocks with disclosed competitors/suppliers are noted .
- Overboarding compliance: Board policy limits are met by all directors .
Expertise & Qualifications
- Board skills identified for Tweedy: merchandising, strategic planning, digital/eCommerce, marketing, corporate governance; Store Operations capability also noted in the skills matrix .
- Industry experience: Over 25 years in fashion/retail leadership including sourcing/manufacturing and talent management .
Equity Ownership
| Measure | Value |
|---|---|
| Beneficial ownership (common shares) | 11,835; <1% of outstanding |
| RSUs outstanding (as of Feb 1, 2025) | 2,929 |
| RSUs outstanding (as of Feb 3, 2024) | 2,861 |
| Director stock ownership guideline | 3.0x annual cash retainer (eligible holdings include common, time-based RSUs, and earned performance RSUs) |
| Compliance status | Each non-employee director is either compliant or within the allowed five-year window |
| Hedging/pledging | Prohibited by Insider Trading Policy (also bans short positions and margin purchases) |
Governance Assessment
- Committee roles and independence: Tweedy sits on two core governance committees (Compensation and Nominating & Governance), reinforcing oversight of pay, succession, human capital, governance policies, and stock ownership/clawback administration; all members are independent .
- Attendance/engagement: Board and committees met regularly in 2024, and directors met expected attendance thresholds; independent director executive sessions occurred at least twice, supporting board effectiveness .
- Pay-for-alignment: Director compensation mix balances cash and time-based equity; RSU vesting includes change-of-control acceleration but no performance metrics, a common market practice for directors; stock ownership guidelines (3x retainer) and hedging/pledging prohibitions enhance alignment and reduce risk .
- Ownership: Tweedy beneficially owns 11,835 shares plus 2,929 RSUs outstanding, with overall ownership <1%; guideline framework provides a path to alignment .
- Conflicts/related-party exposure: No related-party transactions disclosed since 2024; overboarding limits are in place and met; current external public directorship (Safe and Green Development) does not indicate a disclosed conflict with ASO .
- Compensation committee process and controls: Committee conducts annual risk assessment of compensation practices, oversees succession and stock ownership/clawback, and assesses consultant independence; FW Cook advised the Board on director pay benchmarking in 2024 .
RED FLAGS: None disclosed regarding related-party transactions, hedging/pledging, attendance shortfalls, or overboarding; director equity is time-based without repricing/modifications; clawback policy exists for executive incentive compensation and insider trading prohibitions apply to directors .