Daniel Hillenbrand
HillenbrandAbout Daniel C. Hillenbrand
Independent director (age 58) at Hillenbrand, Inc. since 2018, with an MBA from Northwestern University and BA in Political Science from Boston College. Founder and managing partner of private investment firms with deep operational experience in private manufacturing, including CEO roles and board leadership; designated by the Board as an Audit Committee financial expert. Tenure, education, and credentials: “Director; Member, Audit and NCG Committees” since 2018; MBA Northwestern; BA Boston College; Audit Committee financial expert designation.
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Able Manufacturing and Assembly, LLC | CEO; President | CEO: 2013–2019; President: 2013–2014 | Led platforms in metal fabrication, composites, plastics; Lean manufacturing and value creation focus |
| Nambé, LLC | President & CEO | 2005–2007 | High-end consumer products; later Chair of the Board (see External Roles) |
| Clear Water Capital Partners, LLC | Founder & Managing Partner | Since 2010 | Diversified investment firm; crisis management, strategy, and business development |
| Generations, L.P. | Managing Partner | Since 2002 | Investment management; oversight of strategic opportunities |
| Legacy Company | Managing Partner | Since 2002 | Real estate investment; strategy and risk oversight |
External Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Spring Grove Cemeteries (National Historic Landmark) | Director | Since 2023 | Community governance and stewardship |
| Nambé, LLC | Chair of the Board | 2004–2019 | Board leadership at international consumer products company |
| Pri Pak, Inc. | Vice Chair of the Board | 2009–2017 | Contract beverage manufacturing; board oversight |
| Able Manufacturing and Assembly, LLC | Chair of the Board | 2002–2021 | Governance and operational oversight |
Board Governance
- Committee assignments: Audit Committee member; Nominating/Corporate Governance (NCG) Committee member; not on Compensation or M&A Committees. Audit Committee chaired by Neil S. Novich with Joseph T. Lower as Vice Chair; NCG chaired by Helen W. Cornell with Inderpreet Sawhney as Vice Chair.
- Financial expertise: Board determined Daniel Hillenbrand is an “audit committee financial expert” under Item 407(d).
- Independence: Board determined he is independent under NYSE and SEC rules; independence determinations documented December 2024.
- Attendance and engagement: Board held 7 meetings in FY2024; Audit 7; NCG 4; each director attended at least 75% of aggregate meetings and all directors attended the 2024 Annual Meeting. Executive sessions occur after each Board and committee meeting.
- Governance standards: Independent Chair; at least 80% independent directors; anti-hedging and anti-pledging policies; director stock ownership guidelines (5× annual cash compensation) and holding requirements for RSUs/time-based awards.
Fixed Compensation
| Component | Amount/Terms | FY2024 Daniel Hillenbrand (Actual) |
|---|---|---|
| Annual cash retainer | $95,000 (effective Jan 1, 2023) | $95,000 |
| Committee chair fees | $20,000 (Audit); $15,000 (Comp/NCG/M&A) | $0 (not a chair) |
| Meeting fees | None | $0 |
| Equity (RSUs) annual grant | $140,000 grant-date value; Chair receives additional $90,000 (effective Oct 1, 2024) | $139,968 (grant on Feb 20, 2024) |
| Director comp limit | $600,000 total annual base comp (cash + grant-date equity), excludes chair retainers | Policy in effect |
Notes: Director RSUs vest by the earlier of 1-year anniversary or just prior to next Annual Meeting; shares are held until board departure, change-in-control, death, or disability; dividends accrue and are paid in shares upon distribution.
Performance Compensation
| Item | Status |
|---|---|
| Performance-based director pay | None; non-employee director compensation uses cash retainer and time-based RSUs only (no performance metrics). |
Other Directorships & Interlocks
| Category | Detail |
|---|---|
| Public company boards | None disclosed for Daniel Hillenbrand. |
| Private/non-profit boards | Spring Grove Cemeteries (Director since 2023); Nambé (Chair 2004–2019); Pri Pak (Vice Chair 2009–2017); Able Manufacturing (Chair 2002–2021). |
| Committee roles elsewhere | Board leadership roles (chairs/vice chairs) at private entities noted above. |
| Interlocks/conflicts | Compensation Committee: no interlocks or insider participation in FY2024 (applies to sitting members; Daniel not on Compensation). |
Expertise & Qualifications
- Strategic and operational leadership in private manufacturing; Lean, sourcing, logistics, and e-commerce value creation.
- Investment and M&A oversight across multiple firms; managing crisis and risk.
- Audit Committee financial expert designation supports financial oversight strength.
Equity Ownership
| Category | Shares | Notes |
|---|---|---|
| Direct ownership | 3,448 | Directly held shares |
| RSUs (director plan) | 19,779 | Held on Company’s books and records |
| Indirect beneficial ownership | 247,107 | LP/trust holdings with co-trustee roles and certain disclaimed interests (detail in footnote) |
| Total beneficial ownership | 270,334 | Less than 1% of shares outstanding; none pledged |
Stock ownership guidelines: Directors must own ≥5× annual cash compensation within five years; most current directors (including long-tenured) are in compliance. Holding requirement: vested director RSU shares held until departure, change-in-control, death, or disability.
Governance Assessment
- Strengths:
- Independent director with Audit and NCG roles; designated Audit Committee financial expert, enhancing board oversight quality.
- High alignment via significant beneficial ownership including RSUs and indirect holdings; Company prohibits hedging/pledging; no shares pledged.
- No related-party transactions requiring disclosure since FY2023; Board independence confirmed.
- Strong shareholder support for executive pay (Say-on-Pay 99.17% in 2024; >94% support for 11 consecutive years), signaling investor confidence in governance.
- Potential watch items:
- Family/legacy association implied by surname; Board independence determinations and related-person review mitigate conflicts; continue monitoring for any transactions involving entities with which he is affiliated.
- Concentration of indirect holdings via trusts/LPs requires continued transparency and adherence to anti-pledging/anti-hedging and holding policies.
RED FLAGS: None identified in disclosures—no pledging/hedging, no related-party transactions requiring disclosure, no attendance shortfalls reported, and no compensation anomalies for directors.