Bradley Paulsen
Floor & Decor HoldingsAbout Bradley Paulsen
Bradley S. Paulsen (age 49) is President of Floor & Decor (joined March 10, 2025) and has been appointed to become Chief Executive Officer and a member of the Board effective December 26, 2025. He previously served as CEO North America for Rentokil Initial plc, CEO of Rexel USA, held senior roles at HD Supply, and spent nine years at The Home Depot; he holds a B.S. in Economics from the U.S. Military Academy (West Point) and an MBA from Vanderbilt University . Company context for pay alignment: in FY2024, net sales rose 0.9% to $4,455.8 million and gross margin expanded 120 bps despite macro headwinds; the company opened 30 new warehouse stores .
Past Roles
| Organization | Role | Years | Strategic impact |
|---|---|---|---|
| Rentokil Initial plc (North America) | CEO, North America | Dec 2023 – Feb 2025 | Led regional operations as executive leadership team member |
| Rexel USA | Chief Executive Officer | Apr 2021 – Dec 2023 | Ran a leading electrical parts distributor; P&L and growth leadership |
| HD Supply | Chief Operating Officer; prior leadership roles | 2015 – 2021 | Oversaw sales, supply chain, and customer care at major MRO distributor |
| The Home Depot | Leadership and merchandising roles | ~9 years (prior to 2015) | Big-box retail merchandising and operating experience |
External Roles
| Organization | Role | Years | Notes |
|---|---|---|---|
| — | — | — | No other public company directorships disclosed |
Fixed Compensation
| Component | Detail | Effective |
|---|---|---|
| Base Salary | $1,000,000 | Dec 26, 2025 (Transition Date to CEO) |
| Annual Target Bonus | 125% of base salary | Dec 26, 2025 |
| Term | 4-year employment agreement; auto-renews annually unless either party gives 90 days’ notice | Dec 26, 2025 |
| Equity at Transition | No equity awards granted in connection with CEO transition | Oct 30, 2025 disclosure |
Performance Compensation
Annual cash incentive construct and PSU framework (company program context for pay-for-performance):
- Annual Cash Incentive (FY2024 plan design): Two six-month performance periods; weighted 80% EBIT and 20% Net Sales; maximum 200% of target; FY2024 payout certified at 99.90% of target overall .
- Long-term PSUs (FY2024 cycle): 3-year performance period; 80% Adjusted EBIT target and 20% three-year average ROIC; vesting ranges from 50% to 200% of target shares; targets include Adjusted EBIT $440m (target) and average ROIC 10% (target) .
| Plan | Metric | Weighting | Target | Payout Range | Notes |
|---|---|---|---|---|---|
| Annual Cash Incentive (2024) | EBIT | 80% | First half target $141.9m; second half $106.7m | 0–200% | Company certified blended full-year payout 99.90% of target |
| Annual Cash Incentive (2024) | Net Sales | 20% | First half $2,323.5m; second half $2,248.6m | 0–200% | Two six-month periods in 2024; expectation to return to full-year period in 2025 |
| PSUs (granted 2024) | Adjusted EBIT (end of period) | 80% | $440.0m | 50–200% | 3-year performance; independent measurement of each metric |
| PSUs (granted 2024) | 3-year average ROIC | 20% | 10% | 50–200% | Threshold 9%, max 14% |
Equity Ownership & Alignment
- Stock ownership guidelines: CEO 5x salary; President/EVPs 3x salary; five-year compliance window from appointment/promotion .
- Hedging/pledging: Company insider trading policy prohibits hedging and pledging of Company stock; pre-clearance and blackout restrictions apply .
- Director compensation policy: Only non-employee directors receive director fees/equity; executives serving as directors do not receive director compensation .
Note: The March 3, 2025 security ownership table does not list Mr. Paulsen (he joined March 10, 2025); no beneficial ownership amounts were disclosed for him in that table .
Employment Terms
| Provision | Terms |
|---|---|
| Severance (termination without cause, Company non-renewal, or resignation for good reason) | 24 months’ salary continuation; prior-year unpaid bonus (if any); pro-rated current-year bonus based on Company performance; Company portion of health care premiums for 24 months; subject to release |
| Change in Control (double-trigger) | If above termination occurs within 12 months post-CIC: amounts above plus 2x target bonus |
| Death/Disability | Prior-year bonus (if any) and pro-rated current-year bonus (target for death; performance-based for disability), timing per plan; subject to release (for disability) |
| Restrictive covenants | Non-compete and non-solicit while employed and for two years post-termination; confidentiality and non-disparagement obligations |
| Related-party | No arrangements/understandings regarding appointment; no related-party transactions requiring Item 404(a) disclosure |
| Clawbacks | Company maintains robust Dodd-Frank and discretionary clawback policies for incentive compensation |
Board Governance
- Board service: Appointed to the Board effective Dec 26, 2025, concurrent with CEO role (management director, not independent) .
- Leadership structure: CEO and Chair roles are separated; post-transition, former CEO Tom Taylor becomes Executive Chair; current Chair Norman Axelrod becomes Lead Independent Director, supporting independent oversight of a management director CEO .
- Committee roles: None disclosed for Mr. Paulsen as of the announced appointment .
Company Performance Context
| Metric | FY 2023 | FY 2024 |
|---|---|---|
| Revenues ($ USD) | $4,413.9 million | $4,455.8 million |
| EBITDA ($ USD) | $524.2 million* | $481.0 million* |
*Values retrieved from S&P Global.
Additional context:
- FY2024 gross margin improved to 43.3% (+120 bps YoY); 30 new warehouse stores opened in FY2024 .
- As of Sept 25, 2025, the company operated 262 warehouse-format stores and five design studios across 38 states .
Compensation Governance, Peer Benchmarking, Say-on-Pay
- Consultant: Korn Ferry advises the Compensation Committee; annual independence review found no conflicts .
- Compensation peer group (FY2024): Beacon Roofing, Deckers, Etsy, Fastenal, Five Below, Lululemon, Ollie’s, Pool Corp, RH, SiteOne, Sleep Number, Tempur Sealy, Ulta, Williams-Sonoma .
- Say-on-Pay: 88.4% approval at 2024 annual meeting; feedback indicated concern around special equity grants in FY2023 (not repeated in FY2024) .
Related Policies and Red Flags
- Hedging/pledging prohibited; short sales and derivatives also prohibited .
- No tax gross-ups for perquisites; no excise tax gross-ups on CIC benefits; no option repricings .
- No related-party transactions for Mr. Paulsen disclosed in his 8-K; appointment not pursuant to any external arrangement .
Investment Implications
- Retention risk mitigated: Two-year non-compete/non-solicit and 24 months’ salary continuation severance with double-trigger CIC protection (adds 2x target bonus) create strong retention scaffolding during leadership transition .
- Pay-for-performance alignment: Annual incentives tied to EBIT and Net Sales and PSUs tied to Adjusted EBIT and ROIC support cash flow and return discipline—important as the company scales store count and pursues commercial growth .
- Selling pressure: No equity grants were made in connection with the CEO transition, reducing immediate incremental insider selling overhang tied to a transition grant; insider policy bans hedging/pledging .
- Governance: CEO will be a non-independent director, but separation of CEO and Executive Chair plus a Lead Independent Director preserves independent board oversight during and after the transition .