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Richard Leeds

Executive Chairman at GLOBAL INDUSTRIAL
Executive
Board

About Richard Leeds

Richard B. Leeds, age 65, is Executive Chairman of Global Industrial Company; he joined the company in 1982, served as Chairman and CEO from April 1995 to March 2016, and was Interim CEO from August 21, 2024 to February 17, 2025. He has been a director since 1995 and serves on the Executive Committee; he previously served as President of the Industrial Products Group until 2011 . Company performance during the past five years shows TSR (value of $100) of 162.81→193.48→113.95→193.31→127.05, net income of $65.4mm→$103.3mm→$78.8mm→$70.7mm→$61.0mm, and adjusted operating income of $84.1mm→$88.0mm→$105.2mm→$96.5mm→$80.5mm .

Past Roles

OrganizationRoleYearsStrategic Impact
Global Industrial CompanyChairman & CEO1995–2016Led strategy and operations; selected for exceptional business judgment and deep industry knowledge .
Global Industrial CompanyExecutive Chairman2016–presentBoard leadership; oversight; Executive Committee member .
Global Industrial CompanyInterim CEO2024–2025Bridged CEO transition with no incremental compensation at his request .
Global Industrial CompanyPresident, Industrial Products GroupUntil 2011Operated core segment, contributing to product and go-to-market execution .

Fixed Compensation

Metric202220232024
Salary ($)950,000 950,000 950,000
Bonus ($)
Stock Awards ($)
Option Awards ($)
Non-Equity Incentive Compensation ($)
All Other Compensation ($)30,000 (auto allowance) 30,000 (auto allowance) 30,000 (auto allowance)
Total ($)980,000 980,000 980,000
  • 2025 base salary set at $950,000; he is an at-will employee with no employment agreement .

Performance Compensation

  • Mr. Leeds does not participate in any non-equity incentive compensation or equity awards .

Equity Ownership & Alignment

Beneficial OwnerShares OwnedRSUs Vesting ≤60 DaysOptions Exercisable ≤60 Days% of Outstanding
Richard B. Leeds15,072,336 39.29%
  • Shares outstanding as of April 10, 2025: 38,361,103 .
  • Ownership components for Mr. Leeds include: 23,675 shares individually; 1,600,000 via Richard Leeds 2024 GRAT; 12,833,014 via family trusts (trustee/co-trustee); 139,800 via Aspire Partners L.P.; 238,583 via Generation Partners, L.P.; 235,850 via GML Partners LP; 1,414 via 2nd Generation Partners LLC .
  • Stock ownership guidelines: CEO 3x base salary; other executive officers 1x; non-management directors 1x cash retainer; five-year phase-in (unearthed/ unvested RSUs do not count) . Compliance status for Mr. Leeds is not disclosed .
  • Anti-hedging/anti-pledging: The company does not have a policy restricting employees’ ability to hedge or pledge company securities—potential misalignment risk for large holders .

Employment Terms

TermDetail
Employment AgreementNone; at-will .
Base Salary (2025)$950,000 .
Bonus EligibilityDoes not participate in non-equity incentive compensation .
Equity AwardsDoes not participate .
SeveranceNone disclosed; no employment agreement .
Change-in-ControlNo CIC economics disclosed for Mr. Leeds .
Clawback PolicyCompany-wide clawback compliant with NYSE and Exchange Act §10D (applies to excess incentive comp) .
Non-Compete / Non-SolicitNot disclosed for Mr. Leeds .
Director FeesEmployee directors are not paid for board service; reimbursed for travel expenses .

Board Governance

  • Board service: Director since 1995; Executive Chairman; serves on Executive Committee; not independent .
  • Committee composition (2024): Audit, Compensation, and Nominating/Corporate Governance are 100% independent; Executive Committee exists but did not exercise delegated power in 2024 .
  • Lead Independent Director: Robert D. Rosenthal; executive sessions of independent directors held at least quarterly .
  • Board meetings in 2024: Full Board 12; Audit 13; Compensation 5; Nominating/Corporate Governance 4 .
  • Controlled company: >50% voting power is held by members of the Leeds family and affiliated trusts (the “Leeds Group”), exempting GIC from the NYSE majority-independent board requirement .

Director Compensation

Compensation Element (Non-Management Directors)Amount ($)
Annual Cash Retainer70,000
Annual RSU Grant50,000 (time-based, vest over two annual meetings; dividend equivalents paid while unvested)
Audit Chair Retainer20,000
Compensation Chair Retainer10,000
Nominating/Corporate Governance Chair Retainer10,000
Audit Member Retainer10,000
Compensation Member Retainer5,000
Nominating/Corporate Governance Member Retainer5,000
Lead Independent Director Retainer20,000
  • Policy: No director compensation is paid to directors who are employees (applies to Mr. Leeds) .

Performance & Track Record

Metric20202021202220232024
TSR – Value of $100162.81 193.48 113.95 193.31 127.05
Peer Group TSR – Value of $100141.94 202.44 138.39 157.48 187.17
Net Income ($mm)65.4 103.3 78.8 70.7 61.0
Adjusted Operating Income ($mm)84.1 88.0 105.2 96.5 80.5
  • 2024 say‑on‑pay approval: approximately 96.3% in favor, endorsing pay-for-performance alignment for executive compensation (note: Mr. Leeds does not participate in incentive/equity programs) .

Related Party Transactions

  • Headquarters lease: Port Washington, NY HQ leased from an entity owned by Richard, Bruce, and Robert Leeds; 2024 lease payments were $1,166,216; lease is triple-net with options to extend; approved under related party transaction policy .
  • Stockholders Agreement: Leeds family members and related trusts agreed to coordinated voting and transfer restrictions (including consent requirements, drag-along rights, and registration rights); as of end of fiscal 2024, 24,795,188 shares (≈64.9% of outstanding) were subject to this agreement .

Compensation Committee & Peer Benchmarking

  • Independent consultant: Korn Ferry serves as the Compensation Committee’s independent advisor; committee determined independence and no conflicts of interest .
  • Peer set parameters updated in 2023 (revenues $575M–$3B) and listed peer companies for benchmarking .

Equity Award Structure for Executives (Context)

  • Since 2023, long-term equity awards mix: 50% PSUs (3-year cumulative adjusted operating income, cliff vest), 25% options (FMV strike), 25% time-based RSUs (ratable over 4 years). Mr. Leeds does not participate in equity awards .

Investment Implications

  • Alignment: Mr. Leeds’ compensation is almost entirely fixed cash (salary + modest auto allowance) with no annual bonus or equity awards, but his very large beneficial ownership (≈39.3%) strongly aligns his interests with long-term shareholder value creation .
  • Governance and control: The controlled company status and family Stockholders Agreement centralize voting power and can stabilize strategy, but reduce minority shareholder influence; key committees remain fully independent and a Lead Independent Director conducts regular executive sessions, partially mitigating governance concerns .
  • Risk flags: Absence of anti-hedging/anti-pledging policy is a governance gap for a company with concentrated insider ownership; related party HQ lease adds recurring related‑party exposure, though disclosed and approved per policy .
  • Incentive structure: With no variable or equity-based incentives for Mr. Leeds, pay-for-performance signals depend on company-wide outcomes rather than personal incentive payouts; recent TSR underperformed the peer group in 2024, while profitability remained positive, suggesting focus on strategic execution under the new CEO with Mr. Leeds continuing as Executive Chairman .