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R. Scott Tidey

R. Scott Tidey

President and Chief Executive Officer at Hamilton Beach Brands Holding
CEO
Executive
Board

About R. Scott Tidey

R. Scott Tidey, age 60, has served as President and Chief Executive Officer of Hamilton Beach Brands Holding Company since October 1, 2024 and joined the Board in 2024; he previously served as President (February–September 2024), SVP Global Sales (Jan 2023–Feb 2024), SVP Consumer Sales & Marketing (Mar 2021–Jan 2023), and SVP North America Sales & Marketing (prior to 2020–Mar 2021). He holds a BS in Business Management from Virginia Polytechnic Institute and State University and worked in sales earlier in his career at A.H. Robins/Wyeth Consumer Healthcare . Under Tidey’s leadership transition, FY2024 revenue increased 4.6% to $654.7 million, gross margin expanded 300 bps to 26.0%, and operating profit rose 23.1% to $43.2 million; Q4 2024 revenue grew 3.3% to $213.5 million . The 2024 pay-versus-performance table shows CAP equaled SCT totals for Tidey and Trepp, TSR value of an initial $100 investment at $126.29, and GAAP net income of $30.759 million .

Past Roles

OrganizationRoleYearsStrategic Impact
Hamilton Beach Brands Holding CompanyPresident and CEO; DirectorOct 2024–presentLed tariff mitigation and sourcing diversification; emphasized brand portfolio strength and margin recovery outlook .
Hamilton Beach Brands Holding CompanyPresidentFeb 2024–Sep 2024Oversaw execution toward long-term revenue growth and margin expansion priorities .
Hamilton Beach Brands, Inc.SVP, Global SalesJan 2023–Feb 2024Drove commercial and consumer channel sales globally .
Hamilton Beach Brands, Inc.SVP, Consumer Sales & MarketingMar 2021–Jan 2023Advanced consumer brand and ecommerce initiatives .
Hamilton Beach Brands, Inc.SVP, North America Sales & MarketingPrior to 2020–Mar 2021Managed U.S. market leadership and retailer relationships .

External Roles

OrganizationRoleYearsStrategic Impact
A.H. RobinsSalesPre-1993Early commercial experience in consumer healthcare channels .
Wyeth Consumer HealthcareSalesPre-1993Sales roles prior to joining HBB (press disclosure variant) .

Fixed Compensation

Metric20232024
Salary (SCT) ($)$551,894 $676,064
Cash in Lieu of Perquisites ($)$110,532 Included in SCT salary and also disclosed separately as $23,742
Base Salary ($)N/A$652,322 (73.9% of salary midpoint)
Salary Midpoint ($)N/A$883,100
Salary Increase vs 2023 (%)N/A25.1%

Notes:

  • Per proxy methodology, SCT “Salary” for 2024 includes the perquisite allowance; the separate Base Salary table provides the blended base pay actually received .
  • Tidey’s salary midpoint and base were increased on Feb 19, 2024 (promotion to President) and Oct 1, 2024 (promotion to CEO) .

Performance Compensation

Short-Term Incentive Plan (STIP) – 2024

MetricWeightTargetActualPayout (Achv %)Contribution to Total
Adjusted ROTCE30%16.8%22.0%143.3%43.0%
Adjusted Net Sales40%$655,274,866$654,693,44599.8%39.9%
Adjusted Operating Profit30%$39,599,761$46,110,250127.4%38.2%
Final Payout %121.1%121.1%

STIP Target and Payout:

  • Tidey STIP Target: $794,790 (90% of $883,100 salary midpoint) .
  • STIP Payout: $962,491 (121.1% of target) .

Design/Controls:

  • ROTCE override feature could reduce payouts up to 40% if Adjusted ROTCE failed to exceed threshold; no reduction occurred in 2024 as Adjusted ROTCE exceeded target .

Long-Term Equity Plan (LTEP) – 2024

MetricWeightTargetActualPayout (Achv %)Contribution to Total
Adjusted Net Sales33%Not disclosed99.8%99.8%32.9%
Adjusted ROTCE33%Not disclosed125.0%125.0%41.3%
Project Focus List34%100.0%104.0%104.0%35.4%
Final Payout %109.6%109.6%

LTEP Target and Payout Structure:

  • Tidey LTEP Target: $1,624,904 (184% of salary midpoint; includes 15% gross-up to offset immediate taxation) .
  • LTEP Actual Award: $1,780,895 total; paid ~35% in cash and ~65% in transfer-restricted stock .
  • Shares issued: 61,550; grant date fair value $1,026,962 (at $16.685/share); cash plus grant-date equity equals LTEP value reported in SCT .
  • Vesting and transfer restrictions: LTEP awards are immediately vested at approval; transfer-restricted stock generally cannot be sold, hedged, or pledged for 10 years from the performance period end; payout date for 2024 awards was Feb 21, 2025, with value realized on vesting computed at $17.600 average price .

Total Target Compensation Mix – 2024

ComponentDollars% of Total
Salary Midpoint$883,10026.5%
Cash in Lieu of Perquisites$23,7420.7%
STIP Target$794,79023.9%
LTEP Target$1,624,90448.8%
Total Target Compensation$3,326,536100%

Program observations:

  • Over 70% of Tidey’s target compensation was variable/at-risk in 2024; LTEP paid as cash plus 10-year transfer-restricted stock to align with shareholders .

Multi-Year Compensation (SCT Actuals)

Metric20232024
Salary ($)$551,894 $676,064
Stock Awards ($)$433,557 $1,026,962
Non-Equity Incentive Plan ($)$464,120 $1,036,765
Nonqualified Deferred Comp Earnings ($)$8,370 $16,487
All Other Compensation ($)$110,532 $196,934
Total ($)$1,568,473 $2,953,212

Equity Ownership & Alignment

MetricValue
Beneficial ownership (Class A)142,768 shares; 1.40% of class
2024 LTEP stock received (net of tax withholding)54,342 shares; value realized $956,419 at $17.600 payout-date average
Shares initially determined before net exercise61,550 shares; grant-date value used in SCT $1,026,962
Hedging/Pledging policyOfficers/directors prohibited from hedging; pledging non-restricted shares requires Company consent; transfer-restricted shares may not be transferred, hedged, or pledged during restriction period
Stock ownership guidelinesNot disclosed; directors and senior execs receive 10-year transfer-restricted equity

Alignment commentary:

  • 10-year transfer restrictions significantly limit near-term selling pressure and reinforce long-term alignment; Company prohibits hedging by officers/directors and limits pledging, reducing misalignment risk .

Employment Terms

TopicTerms
Employment agreementCompany does not provide employment agreements to continuing NEOs
SeveranceNo individual severance contracts; severance only under broad-based plans; Committee may consider additional severance on facts/circumstances (example provided for a departed NEO; not applicable to Tidey)
Change-in-control (CIC)Limited CIC protection: pro-rata target awards for year of CIC; awards include ~35% cash/~65% transfer-restricted stock; no excise tax gross-ups
Estimated CIC benefits (Dec 31, 2024 assumption)$2,419,694 (annualized post-Oct 1, 2024 targets)
Clawbacks/forfeitureNot specifically disclosed beyond transfer restrictions and policies noted; no stock option plan sponsored

Board Governance

  • Board service: Director since 2024; management director (not independent) .
  • Committee roles: Member of Executive Committee; no Audit/Compensation/NCG membership; no chair roles .
  • Leadership structure: Chairman and CEO roles are separated; Alfred M. Rankin, Jr. is Non-Executive Chairman; no lead independent director designated .
  • Director compensation: Tidey did not receive any director compensation; executive officer compensation shown in SCT .

Director Compensation (for context; Tidey excluded)

  • Non-employee directors receive annual retainer ($175,000; $110,000 paid in transfer-restricted shares), committee retainers, and chair retainers; Non-Executive Chairman receives $250,000 retainer plus $500,000 consulting compensation; retainers partially paid in 10-year transfer-restricted shares .

Performance & Track Record

  • 2024 performance highlights: Revenue +4.6% to $654.7m; gross margin +300 bps to 26.0%; operating profit +23.1%; net income $24.0m in Q4; ended 2024 in net cash position .
  • 2025 operating updates: Q1 revenue +4.0% to $133.4m, margin expanded 120 bps; Q2 revenue −18.2% with margin +160 bps amid tariff disruptions; Q3 revenue −15.2% with one-time tariff impact; Tidey emphasized sourcing diversification, pricing actions, and visibility improvement .

Compensation Structure Analysis

  • Cash vs equity mix: LTEP constitutes the largest component of target comp (48.8%); paid partly in stock with 10-year transfer restrictions, increasing at-risk, long-duration alignment .
  • Metrics: STIP based on AOP-aligned financials (Adjusted Net Sales, Adjusted Operating Profit) and capital efficiency (Adjusted ROTCE); LTEP based on long-term objectives (Adjusted Net Sales, Adjusted ROTCE, Project Focus List) with ROTCE override in both plans .
  • Discretion: Committee can award discretionary bonuses; none granted to NEOs for 2024 .
  • Options: Company does not sponsor stock options; equity awards are stock plus cash; reduces repricing risk .

Risk Indicators & Red Flags

  • Hedging/pledging: Prohibited for officers/directors (pledging requires consent); reduces misalignment risk .
  • Tax gross-ups: No CIC excise tax gross-ups .
  • Option repricing: No stock option plan; repricing not applicable .
  • Related-party transactions: None disclosed for Tidey in appointment filings .
  • Say-on-pay: Advisory vote included; approval percentages not disclosed in proxy excerpt .

Compensation Peer Group & Governance

  • Target compensation set at ~50th percentile of comparator group; Korn Ferry provides market benchmarks and program advice; comparator list not disclosed in excerpt .
  • Independent Compensation and Human Capital Committee oversees NEO pay; Committee composed solely of independent directors .

Investment Implications

  • Alignment: Heavy reliance on at-risk pay and 10-year transfer-restricted stock suggests strong long-term alignment and lower near-term insider selling pressure; hedging/pledging prohibitions further align incentives .
  • Retention risk: Absence of guaranteed bonuses or individual employment/CIC agreements reduces entrenchment; limited CIC (pro-rata targets) and no gross-ups indicate shareholder-friendly design; long transfer restrictions serve as retention tether .
  • Performance sensitivity: STIP/LTEP metrics emphasize revenue, operating profit, and ROTCE; tariff volatility in 2025 may dampen near-term payouts, creating potential estimate revisions and sentiment shifts; Tidey’s commentary points to mitigation via sourcing diversification and pricing .
  • Governance: Dual role as CEO and director is balanced by a separate Non-Executive Chairman; Tidey is not independent; no lead independent director may be noted by governance-focused investors .