Blaine Browers
About Blaine Browers
Blaine Browers is Chief Financial Officer of Cadre Holdings (appointed May 2018), age 46, with a B.A. in Finance from the University of South Florida and an MBA from Washington University in St. Louis . Under his tenure, Cadre delivered record annual revenue and adjusted EBITDA in FY2024 per the Compensation Committee’s assessment, supported by acquisitions (Alpha Safety, ICOR) and margin expansion initiatives . Revenue rose from $427.3M in FY2021 to $567.6M in FY2024; EBITDA increased from $68.9M to $94.8M over the same period (see performance table below; EBITDA values from S&P Global)* [GetFinancials]. Browers emphasizes a disciplined operating model and ambitions for mid‑20s EBITDA margins and capital allocation favoring M&A with leverage typically around ~2x, flexing up to ~3.5x for the right deals .
Past Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| IDEX Corporation | Group VP Finance & IT (Fire & Safety; BAND-IT; Optics & Photonics; Micropump), VP Finance & IT BAND-IT, Finance Manager Northeast | 2010–2018 | Led finance/IT across multiple industrial businesses; supported operating model and productivity initiatives aligned with margin expansion . |
| General Electric Co. | Various finance positions | Prior to 2010 | Foundational finance and controls experience in diversified industrial environments . |
External Roles
- Not disclosed in the proxy or filings reviewed. Skip.
Fixed Compensation
| Year | Base Salary ($) | Target Bonus % | Actual Bonus ($) | All Other Compensation ($) | Notes |
|---|---|---|---|---|---|
| 2024 | 525,000 | Up to 100% of base (prior agreement) | 746,655 | 38,301 | Base increased Mar 8, 2024, effective Jan 1, 2024 . |
| 2023 | 425,000 | Up to 100% of base | 600,100 | 38,301 | — |
Performance Compensation
Annual Bonus Structure and 2024/2023 Payouts
| Year | Metric | Weighting | Target | Actual (formula) | Payout | Vesting |
|---|---|---|---|---|---|---|
| 2024 | Discretionary multi-factor (record revenue, adjusted EBITDA, gross margin; Alpha & ICOR acquisitions) | Not disclosed | Up to 100% of base (prior agreement) | Not disclosed | $746,655 cash | Cash (no vesting) |
| 2023 | Discretionary, considering qualitative/quantitative factors | Not disclosed | Up to 100% of base | Not disclosed | $600,100 cash | Cash (no vesting) |
Equity Awards Granted (Plan-Based) – Structure and Vesting
| Type | Grant Date | Shares/Options | Grant-Date Fair Value ($) | Vesting | Strike / Expiration |
|---|---|---|---|---|---|
| RSU | 03/18/2024 | 9,846 | 341,262 (aggregate 2024 stock awards) | 3 equal annual tranches starting 03/18/2025 | N/A |
| Stock Options | 03/18/2024 | 31,023 | 313,332 (aggregate 2024 option awards) | 3 equal annual tranches starting 03/18/2025 | Exercise price equals fair market value at grant |
| RSU | 03/13/2023 | 3,393 | 208,934 (aggregate 2023 stock awards) | Vest on 03/13/2026 | N/A |
| RSU | 03/13/2025 | 12,925 | Disclosed in 2025 period; aggregate year values not broken out | 4,309 on 03/18/2026; 4,308 on 03/13/2027; 4,308 on 03/18/2028 | N/A |
Outstanding Equity Awards (as of 12/31/2024)
| Instrument | Exercisable (#) | Unexercisable (#) | Strike ($) | Expiration |
|---|---|---|---|---|
| Stock Options (series) | 21,224 | 10,612 | 23.45 | 03/09/2032 |
| Stock Options (series) | 12,405 | 24,810 | 20.53 | 03/13/2033 |
Additional equity: 150,000 performance-conditioned restricted shares from IPO (vest only upon $40/share for 20 consecutive trading days and continued employment through 11/08/2026; forfeiture if not achieved by 11/08/2031) .
Equity Ownership & Alignment
| Category | Detail |
|---|---|
| Total beneficial ownership | 151,565 shares; less than 1% of outstanding . |
| Options (exercisable within 60 days) | 66,987 . |
| Options (not exercisable within 60 days) | 73,391 . |
| Unvested RSUs outstanding | 3,393 (vest 03/13/2026) ; 6,564 (vest 3,282 on 03/18/2026 and 3,282 on 03/18/2027) ; 12,925 (vest 4,309 on 03/18/2026; 4,308 on 03/13/2027; 4,308 on 03/18/2028) . |
| Performance-conditioned restricted shares | 150,000 subject to price/time conditions as above . |
| Pledging | No pledging disclosed for Browers; company notes CEO pledging separately (risk isolated to CEO, not CFO) . |
| Hedging/short sales policy | Insider trading policy prohibits short sales, derivatives, or hedging/monetization transactions in Company securities without Chair approval . |
| Ownership guidelines | Not disclosed in proxy; governance documents referenced online; no explicit multiple-of-salary requirement cited in filings reviewed . |
Employment Terms
| Term | Key Economics / Provisions |
|---|---|
| Role and start | CFO; appointed May 2018 . |
| Employment agreements | Original agreement dated 07/09/2021 (amended 09/01/2021) ; New agreement dated 01/24/2025, term through 01/24/2028 . |
| Base salary (historical) | $340,000 under original agreement; increased to $525,000 effective 01/01/2024 . |
| Bonus eligibility | Prior agreement: up to 100% of base, at Board/Comp Committee discretion, qualitative/quantitative factors . New 2025 agreement: eligibility up to 130% of base; if earned, paid 50% in options and 50% in restricted stock . |
| Termination without cause | One year of base salary paid via normal payroll; COBRA reimbursement for one year; immediate vesting of all granted but unvested stock options and unvested restricted stock (excluding the performance-conditioned 150,000 restricted shares); Phantom/LTIP awards per plan terms . |
| Change-in-control (within 30 days) | Lump-sum one year base salary within 5 business days post-termination (or upon end of consulting period if requested); COBRA reimbursement for one year; immediate vesting of all granted but unvested stock options and unvested restricted stock (excluding the 150,000 performance-conditioned restricted shares); Phantom/LTIP per plan terms . |
| For cause / resignation | For cause: accrued base salary only; all options and granted but unvested restricted stock void (with limited exception if termination due to failure to perform a reasonable Board directive retains vested options) . Resignation (no CIC): accrued base salary/benefits; unvested equity forfeited . |
| Non-compete / restrictive covenants | Confidentiality; non-interference (customers), non-solicitation (employees), non-disparagement during employment and for two years post-termination . |
| Clawback | Subject to any compensation recovery or clawback policy as required by law or adopted by the Company . |
| 4999 excise tax | “Cut-down” provisions to reduce payments to avoid 4999 excise tax (no gross-up) . |
Company Performance During Browers’ Tenure
| Metric | FY 2021 | FY 2022 | FY 2023 | FY 2024 |
|---|---|---|---|---|
| Revenue ($USD) | 427,288,000 | 457,837,000 | 482,532,000 | 567,561,000 |
| EBITDA ($USD) | 68,867,000* | 41,977,000* | 75,448,000* | 94,796,000* |
*Values retrieved from S&P Global.
Investment Implications
- Pay-for-performance alignment: Bonuses have been discretionary with clear linkage to record operational outcomes and accretive M&A; the 2025 shift to equity-settled bonuses (50% options/50% RSUs) increases at-risk pay and alignment, while moderating cash comp outlays .
- Vesting calendar and potential insider flows: Upcoming RSU tranches on 03/18/2026, 03/13/2027, 03/18/2027, and 03/18/2028, plus option vesting from 03/18/2025–2027, suggest periodic Form 4 activity; monitor trading windows and 10b5‑1 plans for selling pressure around these dates .
- Retention and change-of-control economics: One-year salary severance and immediate vesting of most equity on no‑cause/CIC termination reduce retention friction in strategic transactions; restrictive covenants of two years post-termination and clawback policies mitigate risk .
- Alignment and risk controls: No pledging disclosed for Browers, with anti-hedging policy prohibitions enhancing alignment; CEO’s separate pledging does not apply to Browers .
- Execution credibility: Browers’ finance leadership background (IDEX/GE) and operational focus on price/productivity underpin Cadre’s margin ambitions; management targets mid‑20s EBITDA margins and disciplined leverage primarily for M&A, implying ongoing EPS accretion opportunities if integration continues to track .
Sources: 2025 DEF 14A (executive bios, compensation, employment terms, ownership), 2023–2025 filings and transcripts for commentary and certifications .