James T. Tanner

About James T. Tanner

James T. “Jim” Tanner is Senior Vice President of Sales & Marketing at Chicago Rivet & Machine Co. (CVR), appointed effective May 1, 2025; age 56 at appointment, with a B.S. in Electrical Engineering from Lawrence Technological University and 30+ years of sales and leadership experience across Bosch, MacLean‑Fogg, KSR International, and Speedgrip Chuck Co. . He was brought in as part of CVR’s commercial push amid a turnaround plan; the company’s Q2 2025 filing explicitly ties incremental sales resourcing and Tanner’s hiring to revenue growth efforts while also flagging going‑concern risk given recent losses and liquidity pressure . For context, CVR’s recent performance trend shows revenues declining FY22→FY24 and profitability under pressure, with EBITDA negative in 2023–2024.

Company performance context:

Values retrieved from S&P Global for cells marked with *.

Pay-versus-performance TSR context from proxy:

Past Roles

External Roles

• None disclosed in CVR SEC filings as of the appointment date .

Fixed Compensation

• No individual compensation terms for Mr. Tanner were filed at appointment (announcement came via Item 8.01 8‑K rather than Item 5.02, and no DEF 14A coverage post‑hire yet). Therefore, base salary, target bonus %, and other cash compensation were not disclosed as of the filing dates reviewed .
• For context on CVR’s executive pay architecture: management compensation is built on two cash elements—base salary and cash bonuses—with no stock or option awards provided to executive officers; bonuses are determined subjectively based on strategic initiative progress and operating results .

Performance Compensation

Annual incentive design (company‑wide framework; not executive‑specific metrics disclosed for Tanner):

Notes:

• CVR states it “does not provide stock awards, option awards, other long‑term incentive plan awards or defined benefit pension or non‑qualified deferred compensation” to executive officers .
• No PSU/RSU/option metrics, strike prices, or vesting schedules are disclosed for Tanner.

Equity Ownership & Alignment

Employment Terms

Performance & Track Record

• Appointment rationale and near‑term mandate: CVR’s Q2 2025 10‑Q cites strategic actions to increase revenue, including “adding additional resources to the Company’s sales team” and specifically “the recent hiring of Mr. James T. Tanner as the Company’s new Senior Vice President of Sales and Marketing,” within a broader turnaround that includes footprint consolidation; the same filing raises “substantial doubt” about going‑concern status without successful execution .
• Company results backdrop during 2022–2024: revenue decline and negative net income in 2023–2024, with negative EBITDA in 2023–2024 per fundamentals and proxy pay‑versus‑performance .

Say‑on‑Pay & Shareholder Feedback

Compensation Committee & Governance Notes

• Compensation Committee members (2024–2025): James W. Morrissey, Kurt Moders, John L. Showel, and Karen G. Ong; committee develops recommendations, with director‑level independence per NYSE American .
• Executive pay design emphasizes cash salary and discretionary cash bonus, with no long‑term equity; clawback adopted 2023; hedging permitted; insider trading policy adoption intended during 2025 .

Risk Indicators & Red Flags

• Going‑concern language in 2025 filings: substantial doubt exists without successful revenue growth and cost actions—heightening execution risk for sales leadership, including Tanner .
• Hedging permitted and lack of adopted insider trading policy (as of 2025 proxy) are governance negatives for alignment and trading oversight .
• No disclosed equity‑based retention (no RSUs/PSUs/options) for executive officers reduces vesting‑related selling pressure but may weaken long‑term alignment absent ownership guidelines .

Investment Implications

• Compensation alignment: The absence of equity LTI and reliance on discretionary cash bonuses may limit long‑term shareholder alignment for commercial leaders like Tanner; watch future proxies/8‑Ks for any shift toward performance‑based equity to strengthen alignment .
• Retention/contract visibility: No disclosed severance or change‑in‑control terms for Tanner; lack of formalized protections can cut both ways—lower payout risk for shareholders but potential retention risk in a turnaround; monitor for Item 5.02 filings that could define terms .
• Execution signal: Management explicitly ties sales team expansion and Tanner’s hire to revenue growth in the face of going‑concern uncertainty—commercial traction (order intake, backlog growth) and margin progress will be key catalysts; track subsequent 10‑Qs for sales trend inflections and disclosures referencing sales pipeline progress .
• Governance/trading risk: With hedging allowed and a written insider trading policy still “to be adopted” as of the 2025 proxy, trading‑related red flags persist; monitor for policy adoption and any Section 16 filings (Form 3/4) if Tanner is deemed an officer under Section 16 .

Citations:

• Appointment, age, education, prior employers:
• Strategy/going‑concern and reference to Tanner hiring in filings:
• Executive comp design (cash salary/bonus only), no equity awards; hedging allowed; clawback; insider trading policy status:
• Ownership table (Tanner not included as of record date):
• Say‑on‑pay voting outcomes (2025); frequency vote:
• Company performance and TSR context (proxy pay‑versus‑performance):
• Revenues/Net Income/EBITDA (fundamentals): (S&P Global disclaimer for starred values)

S&P Global disclaimer: Financial values marked with * were retrieved from S&P Global.