Brian Cira
About Brian Cira
Brian R. Cira, age 64, is Cavco’s President, Manufacturing, a role he has held since July 2021 after serving as Regional Vice President (2019–2021) and previously President of Fairmont Homes, Inc., with 30+ years of experience at Fairmont prior to Cavco’s 2015 asset acquisition . His incentive pay is tightly linked to operating and market performance: in FY2022 his STIP was based on 0.5% of pre-tax income for the manufacturing operations he oversees plus up to $100,000 for individual objectives, and his long-term PRSUs pay out on market share growth, operational efficiency, and relative TSR . Over the FY2023–FY2025 PRSU cycle, Cavco achieved 20.1% market share growth (above stretch), rTSR at the 83.8th percentile (above stretch), and 2.9% operational improvement (below target), producing a 155% of target payout for Cira (1,300 shares vs. 840 target) . Cavco prohibits executive hedging and pledging, and Cira has no individualized severance or change-in-control payout disclosed (dashes across scenarios), which heightens at-risk pay alignment but may elevate retention risk during transitions .
Past Roles
| Organization | Role | Years | Strategic impact |
|---|---|---|---|
| Cavco Industries | President, Manufacturing | Jul 2021–Present | Leads strategic development of manufactured housing operations |
| Cavco Industries | Regional Vice President | 2019–Jul 2021 | Regional operating leadership prior to promotion |
| Fairmont Homes, Inc. | President | 2015–2019 | Led Fairmont post Cavco’s 2015 asset acquisition |
| Fairmont Homes, Inc. | Various roles incl. GM and President | Prior 30+ years (pre-2015) | Progressive leadership across manufacturing operations |
Fixed Compensation
- Cavco indicates base salaries are set with market benchmarks; Cira’s remained flat at $250,000 for FY2023–FY2025 after $200,000 in FY2022 .
| Component ($) | FY2022 | FY2023 | FY2024 | FY2025 |
|---|---|---|---|---|
| Base Salary | 200,000 | 250,000 | 250,000 | 250,000 |
| Stock Awards (Grant-date fair value) | 167,952 | 352,582 | 350,165 | 350,182 |
| Non-Equity Incentive Plan Compensation (STIP) | 1,113,990 | 1,482,481 | 821,951 | 985,533 |
| All Other Compensation | 1,852 | 5,427 | 7,278 | 7,695 |
| Total | 1,483,794 | 2,090,490 | 1,429,394 | 1,593,410 |
All Other Compensation detail:
- FY2022: life insurance $852; 401(k) match $1,000 .
- FY2023: life insurance $852; 401(k) match $4,575 .
- FY2024: life insurance $2,328; 401(k) match $4,950 .
- FY2025: life insurance $2,520; 401(k) match $5,175 .
Performance Compensation
STIP structure and outcomes
- FY2022 (Cira-specific): Not in corporate STIP; eligible for 0.5% of pre-tax income for the manufacturing operations he oversees and up to $100,000 tied to individual performance; payout determined at CEO discretion .
- Company discloses that pay-versus-performance is most linked to Adjusted Pre-tax Income, individual objectives, market share, relative TSR, and ROIC in FY2025 .
| STIP Actual Paid ($) | FY2022 | FY2023 | FY2024 | FY2025 |
|---|---|---|---|---|
| Non-Equity Incentive Plan Compensation | 1,113,990 | 1,482,481 | 821,951 | 985,533 |
LTIP structure (RSUs and PRSUs)
- FY2025 LTIP metrics: Value creation (rTSR vs. peer group, 33%), growth (volume vs. industry, 33%), and ROIC (34%); RSUs vest 33/33/34 over three years; PRSUs measured over three fiscal years (FY2025–FY2027) .
- FY2025 grants to Cira: 396 RSUs; 594 PRSUs at target .
| FY2023 PRSU Earnout (Performance Period FY2023–FY2025) | Weight | Threshold | Target | Stretch | Actual |
|---|---|---|---|---|---|
| Growth (Market share improvement) | 1/3 | >0% | 5% | 10% | 20.1% |
| Operational Improvement (Floors per employee) | 1/3 | >2% | 5% | 8% | 2.9% |
| Value Creation (rTSR vs peers) | 1/3 | 20th pct | 50th pct | 80th pct | 83.8th pct |
| FY2023 PRSU Payout (shares) | Target | Actual | Payout % of Target |
|---|---|---|---|
| Brian Cira | 840 | 1,300 | 155% |
Vesting/realization
- FY2025 stock vested: 990 shares; value realized $357,249 .
- RSUs vest 33%/33%/34%; Cira’s 2019 option vests 25% annually from grant; it was fully vested by 2023 .
Equity Ownership & Alignment
Beneficial ownership trend (Cavco common stock):
- Cavco prohibits hedging, pledging, short selling, and derivative transactions by officers and directors; no hardship exemption .
| Beneficially Owned Shares | 2023 (as of Jun 2) | 2024 (as of Jun 3) | 2025 (Record Date) |
|---|---|---|---|
| Brian R. Cira | 1,383; <1% of class | 2,080; <1% of class | 3,505; <1% of class |
Outstanding equity awards at FY2025 year-end (Mar 29, 2025):
| Grant Date | Award Type | Unvested/Outstanding (#) | Exercise Price | Expiration | Market Value ($) |
|---|---|---|---|---|---|
| 7/9/2019 | Stock Option (exercisable) | 1,000 | 153.94 | 7/9/2026 | — |
| 5/25/2022 | RSU (time-based) | 286 | — | — | 146,993 |
| 5/25/2022 | PRSU (target) | 840 | — | — | 431,726 |
| 5/15/2023 | RSU (time-based) | 319 | — | — | 163,953 |
| 5/15/2023 | PRSU (target) | 712 | — | — | 365,940 |
| 5/22/2024 | RSU (time-based) | 396 | — | — | 203,528 |
| 5/22/2024 | PRSU (target) | 594 | — | — | 305,292 |
- Notes: RSUs vest 33/33/34; PRSUs vest based on three-year performance; market values computed by Cavco at $513.96 per share on Mar 28, 2025 .
Stock ownership guidelines (officers)
- President – Manufacturing: 1x base salary; no time requirement disclosed for this level .
Insider policy
- Hedging, pledging, short selling, and derivatives are prohibited for officers and directors; no hardship exemptions .
Employment Terms
- Appointment: Promoted to President, Manufactured Housing, effective July 10, 2021; no related-party transactions disclosed at appointment .
- Severance and change-in-control: Cavco tables show no quantified severance or change-in-control payments for Cira across FY2022, FY2024, and FY2025 (dashes in all scenarios), while other NEOs have defined benefits and double-trigger CoC terms .
- STIP design (FY2022): 0.5% of pre-tax income for manufacturing operations plus up to $100,000 for individual objectives; outside the corporate STIP .
- Clawback/other terms: Not specifically disclosed for Cira in the reviewed filings (skip).
Investment Implications
- Pay-for-performance alignment: High. Cira’s annual cash incentive tied directly to manufacturing pre-tax profitability plus individual objectives (FY2022), and long-term PRSUs tied to market share, operational efficiency, and rTSR. The FY2023–FY2025 PRSU payout at 155% reflects strong rTSR (83.8th percentile) and market share expansion (20.1%), despite below-target operational improvement, signaling execution strength where it most affects shareholder value .
- Ownership and selling pressure: Beneficial ownership is growing (1,383 → 3,505 shares from 2023 to 2025) alongside recurring vesting; FY2025 realized stock value of $357,249 on 990 vested shares indicates realizable equity value but anti-pledging rules mitigate leverage-driven sale risks .
- Retention risk: Absence of disclosed severance or CoC protections for Cira (versus peers who have quantified protections) may elevate retention risk in a strategic transaction or downturn; however, consistent equity grants and performance-contingent payouts create ongoing retention hooks .
- Governance signals: Strict anti-hedging/pledging policy and no related-party transactions at appointment are governance positives; ownership guideline at 1x salary for the manufacturing president level encourages baseline alignment without aggressive accumulation requirements .
Summary: For investors, Cira’s incentives are levered to the variables that drive Cavco’s intrinsic value—unit share, price/mix/efficiency, and TSR—supported by multi-year equity. Watch for continued PRSU calibration (market share/ROIC vs. operational productivity) and STIP design evolution post-FY2022, as these will indicate management’s confidence in sustaining operating leverage and share gains .