John Swygert
About John Swygert
John Swygert, age 56, has served on Hillman Solutions Corp.’s Board since 2021 and is currently an independent director on the Audit Committee. He brings over 30 years of finance and operations experience in discount retail, including senior roles at Ollie’s Bargain Outlet and Factory 2-U Stores. Self-identified board skills include finance, governance, human capital management, retail/merchandising, senior leadership, strategic management, and supply chain .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Ollie’s Bargain Outlet Holdings, Inc. (Nasdaq: OLLI) | Executive Chairman | Feb 2025–present | Led transition from CEO to Executive Chairman; long-term finance/operator background |
| Ollie’s Bargain Outlet Holdings, Inc. | President & CEO; Director | Dec 2019–Feb 2025 | Led discount retail growth; prior EVP & COO (Jan 2018) and CFO (Mar 2004 onward) |
| Factory 2-U Stores, Inc. | EVP & CFO; prior finance roles | 1992–2004 | Progressed from staff accountant to CFO; discount retail finance/FP&A leadership |
| PETCO Animal Supplies, Inc. | Business Development & Financial Analysis | Not disclosed | Retail analytics and development experience |
External Roles
| Organization | Role | Tenure | Public/Private | Committees |
|---|---|---|---|---|
| Ollie’s Bargain Outlet Holdings, Inc. (Nasdaq: OLLI) | Executive Chairman (Director) | Feb 2025–present | Public | Not disclosed |
| Truck Hero Holdings, Inc. | Director | 2018–Jan 2021 | Private | Not disclosed |
Board Governance
- Committee service: Audit Committee member; Audit met five times in FY2024 .
- Independence: Board determined Swygert is independent under Nasdaq and SEC rules .
- Attendance: Board held six meetings in FY2024; each director attended at least 75% of aggregate Board/committee meetings; all directors attended the 2024 Annual Meeting .
- Lead Independent Director: Daniel O’Leary; duties include agendas, executive sessions, liaison responsibilities, and evaluation process oversight (added Nov 2, 2023) .
- Policies: Prohibition on hedging/pledging for directors and executives; clawback policy for executives; equity grant timing safeguards (predetermined quarterly dates) .
- Governance documents: Corporate Governance Principles and committee charters posted on IR site .
Fixed Compensation
| Component | FY2024 Amount | Notes |
|---|---|---|
| Annual cash retainer | $75,000 | Standard non-employee director cash retainer . |
| Committee chair fees | $0 | Not a chair; chair fees: Audit $20k, Comp $17k, Nominating & ESG $15k . |
| Lead Independent Director premium | $0 | Only applicable to O’Leary ($25k) . |
| Meeting fees | $0 | Not disclosed/none beyond retainer; expenses reimbursed . |
| Total cash earned (FY2024) | $75,000 | Per director compensation table . |
Performance Compensation
| Component | Grant Type | FY2024 Grant-Date Fair Value | Vesting/Performance |
|---|---|---|---|
| Annual equity retainer | RSUs | $119,996 | Director RSUs granted annually; policy amount $120,000; performance metrics not used for directors (time-based equity) . |
The company’s director compensation policy for 2024 consisted of a $75,000 cash retainer and approximately $120,000 in RSUs; no perquisites are provided to directors .
Other Directorships & Interlocks
| Relationship | Description | Amount/Scale | Oversight |
|---|---|---|---|
| Related-party transaction | Hillman sales of excess inventory to Ollie’s (where Swygert is Executive Chairman) in FY2024 | $0.6 million | Reviewed/approved under related-party transaction policy by Audit Committee/Board, as applicable . |
- Independence preserved by Board despite this relationship; policy covers transactions >$120k and requires arm’s-length terms and Audit Committee review .
Expertise & Qualifications
- Finance, Governance, Human Capital Management, Retail/Merchandising, Senior Leadership, Strategic Management, Supply Chain (self-identified in board skills matrix) .
- 30+ years in discount retail finance and operations; CFO-to-CEO progression at Ollie’s .
Equity Ownership
| Holder | Shares Beneficially Owned | % of Class | RSUs within 60 Days | Options within 60 Days | Pledged |
|---|---|---|---|---|---|
| John Swygert | 25,029 | <1% | — | — | None pledged . |
- Ownership guidelines: Non-employee directors must hold shares equal to 3x annual cash retainer within five years from July 14, 2021 or their director start date; current compliance status not disclosed (deadline for Swygert would be by 2026) .
Governance Assessment
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Strengths:
- Independent Audit Committee member with deep retail finance/operator experience; strong board attendance and independent status bolster oversight .
- Robust governance policies: prohibition on hedging/pledging; established clawback; structured equity grant timing to avoid spring-loading .
- Clear director pay structure with balanced cash/equity and ownership guidelines to align interests .
-
Watch items / potential conflicts:
- Related-party exposure via Ollie’s: $0.6M sales in FY2024 while serving as Ollie’s Executive Chairman; small in scale but merits continued monitoring and recusal on any Ollie’s-related matters (Audit Committee oversight and policy in place) .
- Audit Committee membership concurrent with external executive chair role at a customer increases sensitivity to perceived conflicts; documented independence and formal related-party review mitigate risk .
-
Signals for investors:
- Engagement and attendance meet expectations; independent committee structure and Lead Independent Director framework support board effectiveness .
- Ownership alignment exists but is modest versus guidelines; compliance deadline by 2026 suggests continued accumulation is expected .
- Director compensation is conventional and at-risk via equity (time-based RSUs), without performance metrics—which is typical for directors .