Michelle M. Hoffman
BUCKLEAbout Michelle M. Hoffman
Michelle M. Hoffman is Senior Vice President of Sales at The Buckle, Inc. (BKE), appointed on February 22, 2022; she has been with the company since 1979 and previously served as Regional Manager, District Manager, Store Manager, and salesperson . She is age 63 per the company’s FY 2025 10-K . Buckle’s executive pay is tied to profitability metrics—primarily Pre-Bonus Net Income and adjusted Net Income from Operations as a percentage of Net Sales—and all FY 2024 performance objectives were achieved, making 100% of granted performance-based shares eligible to vest . Company performance context: the Pay vs Performance table shows cumulative TSR improved from 176 to 330 between 2020 and 2024 ; revenue and EBITDA trends are shown below.
Company performance context
| Metric | FY 2021 | FY 2022 | FY 2023 | FY 2024 | FY 2025 |
|---|---|---|---|---|---|
| Revenues ($USD) | $901,278,000* | $1,294,607,000* | $1,345,187,000* | $1,261,102,000* | $1,217,689,000* |
| Metric | FY 2021 | FY 2022 | FY 2023 | FY 2024 | FY 2025 |
|---|---|---|---|---|---|
| EBITDA ($USD) | $188,885,000* | $354,188,000* | $346,987,000* | $291,889,000* | $264,357,000* |
Values marked with * retrieved from S&P Global.
| TSR – Value of initial $100 investment | FY 2020 | FY 2021 | FY 2022 | FY 2023 | FY 2024 |
|---|---|---|---|---|---|
| Company TSR | 176 | 191 | 250 | 242 | 330 |
| Peer Group TSR (S&P Retail Select Industry Index) | 207 | 189 | 168 | 176 | 203 |
Past Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| The Buckle, Inc. | Salesperson, Store Manager, District Manager | 1979–2008 | Progressive responsibility in field sales leadership |
| The Buckle, Inc. | Regional Manager | 2008–2014 | Led multi-district sales operations and manager development |
| The Buckle, Inc. | Vice President of Sales | Mar 2014–Feb 2022 | Oversaw sales management team and store performance |
| The Buckle, Inc. | Senior Vice President of Sales | Feb 2022–Present | Executive leadership for company-wide sales execution |
External Roles
No external directorships or roles disclosed for Ms. Hoffman.
Fixed Compensation
| Year | Base Salary ($) | Bonus ($) | All Other Compensation ($) | Total ($) |
|---|---|---|---|---|
| FY 2024 | 472,000 | 543,750 | 39,463 | 1,586,933 |
| FY 2025 | 494,000 (base set) | — | — | — |
Notes:
- FY 2025 compensation program continues prior elements (salary, incentive cash bonus, non-qualified deferred compensation, and restricted stock). Ms. Hoffman received FY 2025 equity grants detailed below .
Performance Compensation
Compensation framework and FY 2024 outcomes
| Component | Metric | Target | Actual | Payout | Vesting |
|---|---|---|---|---|---|
| Annual Incentive | Pre-Bonus Net Income (Company-wide) | Company target set by Compensation Committee (undisclosed) | Achieved/Exceeded; bonus pool $5,949,543 | Bonus allocated to NEOs; Hoffman received $543,750 | Cash (paid for FY 2024) |
| Performance RSUs (primary feature) | Pre-Bonus Net Income | 50% at Target; +25% at ≥2.5% above Target; +25% at ≥5.0% above Target | All three primary objectives achieved (100% eligible) | 100% of granted perf-based shares eligible to vest | 4-year vest: 20% upon certification; 20% next FY; 30%; 30% |
| Performance RSUs (secondary feature) | Adj. Net Income from Operations (% of Net Sales) | 25% if ≥12%; +25% if ≥14%; +25% if ≥16%; +25% if ≥20% | Operates independently of primary; vesting based on higher of two calculations | Up to 100% eligible | 4-year vest schedule as above |
| Time-based RSUs | Time-based vesting | N/A | Granted and eligible | Time-based vesting only | 4-year vest: 20% at FY grant year-end; 20% next FY; 30%; 30% |
Award detail
| Grant Type | Grant Date | Shares | Terms |
|---|---|---|---|
| FY 2024 RSUs (mix of perf and non-perf) | Feb 4, 2024 | 14,000 | Perf-based tied to Pre-Bonus Net Income and NIO margin; time-based per plan |
| FY 2025 RSUs | Feb 2, 2025 | 12,000 perf + 2,000 non-perf | Perf-based and time-based under 2023 Employee Restricted Stock Plan |
Vesting realized in FY 2024
| Metric | Shares Vested | Value Realized ($) |
|---|---|---|
| Non-Vested Stock vested (all grants) | 14,000 | 643,596 |
Equity Ownership & Alignment
| Item | Detail |
|---|---|
| Total beneficial ownership | 114,573 shares; includes 18,691 shares in 401(k) account; less than 1% of outstanding |
| Shares outstanding (record date) | 51,159,076 shares (Mar 28, 2025) |
| Unvested RSUs (as of Feb 1, 2025) | 26,200 shares; market value $1,247,382 |
| Stock ownership guideline (executives) | Required minimum 35,000 shares; compliance expected within 5 years |
| Ms. Hoffman’s guideline status | Current stock ownership 76,773 shares (excludes unvested) → exceeds 35,000 requirement |
| Ownership definition for policy | Includes spouse/minor children/trust where beneficially owned; excludes unvested shares |
| Pledging/margin/hedging | Prohibited: executives may not pledge Buckle securities, hold margin accounts or engage in hedging/derivatives; pre-clearance required for trades |
| Insider trading controls | Enhanced pre-clearance and 10b5-1 plan restrictions; broad disclosure obligations for planned trading |
Employment Terms
| Provision | Terms |
|---|---|
| Employment contracts | None; company states no employment contracts and no individual severance arrangements |
| Change-in-control (CIC) | Immediate vesting of all non-vested shares for which performance objectives have been achieved and certified upon CIC, termination without Good Cause, or resignation for Good Reason |
| Good Cause definition (summary) | Dishonesty/breach/malfeasance; conviction of fraud/dishonesty; material breach of agreement |
| Good Reason definition (summary) | Significant reduction in authority; base pay reduction; relocation; adverse changes to incentive/retirement plans below 90% aggregate value |
| Estimated CIC vesting value (as of Feb 1, 2025) | Maximum accelerated vesting of non-vested shares: $1,247,382 for Hoffman |
| Clawback policy | Adopted Nov 2023; recovery of incentive compensation upon earnings restatement (covers stock price/TSR, revenues, net income, EBITDA, etc.) |
| Non-compete / non-solicit / garden leave | Not disclosed |
Investment Implications
- Alignment and retention: Large unvested RSU balance ($1.25M) vests over four years with 20/20/30/30 tranches, creating ongoing retention incentives and potential periodic selling pressure as shares vest; hedging/pledging prohibitions reduce misalignment risk .
- Pay-for-performance: Incentives are tightly linked to profitability (Pre-Bonus Net Income and NIO margin thresholds), with full eligibility achieved in FY 2024—positive signal for execution on profitability rather than top-line only .
- Governance protections: No employment contract or individual severance; CIC treatment is single-trigger for RSUs (immediate vesting at CIC), which can incentivize event-driven outcomes but is balanced by a robust clawback and stock ownership requirements (Hoffman exceeds the minimum) .
- Trading signals: Enhanced pre-clearance and prohibition on hedging/margin/pledging suggest lower likelihood of forced selling due to collateral needs; monitor Form 4 filings around vesting dates for incremental supply from RSU settlements and tax withholdings .