Patricia Penman
About Patricia Penman
Patricia G. Penman serves as Vice President – Marketing Services & Global Communication at Johnson Outdoors (JOUT), a role she has held since June 2014, and is listed as the company’s contact and publisher on corporate annual reports and press releases . She previously held senior marketing roles at S.C. Johnson, including Director of Integrated Marketing Communication & Fragrance Strategy (Air Care), Director Global Environmental & Safety Actions, Director Marketing Services, and Director Media & Promotion . Penman holds a BA in Advertising from Penn State University (1976–1980) . Company performance during her tenure has been mixed: Johnson Outdoors’ pay-versus-performance table shows total shareholder return (TSR) declining to a year-end value of $45.52 (vs. $100 invested 9/30/2020) in fiscal 2024 alongside a net loss of $26.53 million and pre-tax loss of $29.86 million, after stronger results in 2021–2023 .
Past Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| Johnson Outdoors | VP – Marketing Services & Global Communication | 2014–present | Leads global marketing services and corporate communications; listed as publisher and corporate contact on annual reports and media materials |
| S.C. Johnson | Director, IMC & Fragrance Strategy (Air Care) | 2009–2013 | Directed integrated marketing communication and fragrance strategy for Air Care category |
| S.C. Johnson | Director, Global Environmental & Safety Actions | 2007–2009 | Led global environmental and safety initiatives |
| S.C. Johnson | Director, Marketing Services | 2004–2007 | Oversaw marketing services operations |
| S.C. Johnson | Director, Media & Promotion | 1999–2004 | Led media planning and promotional strategy |
Fixed Compensation
- Penman is not a Named Executive Officer (NEO) in Johnson Outdoors’ proxies; her base salary, target bonus, and actual bonus are not disclosed in SEC filings .
- Company-wide executive compensation philosophy emphasizes competitive base pay plus variable incentives tied to performance, overseen by an independent Compensation Committee and consultant (Pearl Meyer) .
Performance Compensation
Annual cash incentive design (applies to executives under the Cash Bonus Plan; NEO targets shown for comparability)
| Attribute | FY 2024 | FY 2025 |
|---|---|---|
| Company financial component weighting | 85% | 75% |
| Individual objectives component weighting | 15% | 25% |
| Company financial metrics | Pre-tax income and working capital as % of net sales | Pre-tax income and working capital as % of net sales; excludes e-commerce/digital investments from pre-tax income calc |
| Payout at minimum performance | 25% of target (financial component) | 25% of target (financial component) |
| Maximum payout | 200% of target | 200% of target |
| Minimum hurdle mechanics | Minimum pre-tax income required; no bonuses paid in 2024 | Waive minimal financial metrics for threshold-to-target payouts; reinstitute for above-target; cap individual component at 100% if pre-tax income below target |
Performance Stock Units (PSUs) – long-term equity incentives
| Attribute | FY 2024 Award Terms | FY 2025 Award Modifications |
|---|---|---|
| Metrics & weights | 50% cumulative net sales; 50% cumulative profit before taxes over 3 years (FY 2024–2026) | Same metrics over 3 years (FY 2025–2027) |
| Threshold payout | 50% of target at 80% of performance target | Unchanged |
| Maximum payout | 150% of target at ≥120% of performance target | Increased to 200% of target |
| ROIC adjustment | Downward adjustment if minimum avg ROIC unmet | ROIC downward adjustment eliminated |
| Vesting determination date | December 2026 (FY 2024–2026) | December 2027 (FY 2025–2027) |
| Service-based restricted stock (non-CEO execs) | 4-year cliff vesting (e.g., CFO award 12/6/2023 vests 12/6/2027) | Changed to 3-year cliff vesting |
Observed NEO payouts (context for alignment discipline):
| NEO | FY 2024 Company Financial Component Target | FY 2024 Company Financial Component Payout | FY 2024 Individual Component Target | FY 2024 Individual Component Payout |
|---|---|---|---|---|
| Helen P. Johnson‑Leipold (CEO) | $683,847 | $0 | $120,679 | $0 |
| David W. Johnson (CFO) | $231,034 | $0 | $40,771 | $0 |
Equity Ownership & Alignment
- Stock Ownership Guidelines adopted June 3, 2022 for certain executives and all non-employee directors, with compliance measured on the five-year anniversary of adoption; administered by the Compensation Committee .
- Insider Trading Policy prohibits hedging (e.g., collars, forward sale contracts), short sales, and maintaining margin accounts; all director/executive transactions must be pre-cleared with CFO and Chief Legal Officer .
- Beneficial ownership tables in proxies list directors and NEOs; Penman is not individually itemized, so her total shares, vested/unvested breakdown, options, or pledging are not disclosed in SEC filings .
Employment Terms
- No employment agreements are in place for NEOs; severance is not contractually provided and, if any, has historically been negotiated case-by-case for former NEOs; similar terms for non-NEO executives are not disclosed .
- Change-of-control: service-based restricted stock typically vests immediately; PSUs are deemed earned at 100% of target under award terms .
- Clawback policy effective 2015, amended June 30, 2023, covers current and former executive officers and allows recovery of excess incentive compensation following an accounting restatement tied to material noncompliance; applies to cash bonuses and equity awards for the last three completed fiscal years .
Performance & Track Record
| Metric | FY 2021 | FY 2022 | FY 2023 | FY 2024 |
|---|---|---|---|---|
| Johnson Outdoors TSR (year-end value of $100 invested on 9/30/2020) | $128.21 | $60.87 | $66.28 | $45.52 |
| Net Income (USD millions) | $83.38 | $44.49 | $19.53 | ($26.53) |
| Pre-tax Income (USD millions) | $112.92 | $58.89 | $25.82 | ($29.86) |
Notes:
- FY 2022–2024 PSU outcomes reflect discipline: FY 2022 grants (FY 2022–2024 period) earned 0 shares as three-year measures were not met . FY 2021 grants (FY 2021–2023 period) paid 119.2% of target on achievement .
Compensation Peer Group
Johnson Outdoors benchmarks executive and director compensation against a Pearl Meyer-constructed peer set of consumer discretionary/engineered product manufacturers with similar size/scale and global operations, including Deckers Outdoor, Callaway Golf, Acushnet, YETI, Malibu Boats, American Outdoor Brands, Marine Products, Escalade, Clarus, Nautilus, Delta Apparel, Solo Brands, and Twin Disc .
Say‑on‑Pay & Shareholder Feedback
- Say‑on‑Pay support was approximately 99% in 2024 (excluding abstentions and broker non‑votes and reflecting Class B’s 10 votes per share when voting together) and the company continues to run annual advisory votes .
- The Compensation Committee regularly reviews risk to ensure incentives do not encourage unreasonable/excessive risk-taking and engages an independent consultant; anti-hedging and clawback policies are in place .
Equity Ownership & Pledging Risks
- The CEO disclosed pledges on certain Class A shares as collateral for non‑Johnson Outdoors credit facilities; margin accounts are prohibited for all directors and employees under the Insider Trading Policy . No pledging by Penman is disclosed in SEC filings .
Expertise & Qualifications
- Penman’s expertise spans consumer products marketing, integrated communication, shopper marketing, and fragrance strategy from S.C. Johnson and Johnson Outdoors leadership roles; formal education in advertising underpins domain depth in brand communication .
Employment & Tenure
- Tenure at Johnson Outdoors since 2014 as VP Marketing Services & Global Communication; executive officers listed in proxies include CEO and CFO, with Penman referenced in corporate communications and annual reports, but not individually profiled in the proxy’s Executive Officers section .
Investment Implications
- Lack of public NEO status and ownership disclosure for Penman limits direct assessment of her personal pay-for-performance alignment or potential insider selling pressure; however, company-wide incentives are tightly linked to pre-tax income, working capital discipline, and multi-year sales/profit PSUs, which paid zero in FY 2024 when targets were missed, indicating high performance gating and limited windfalls in weak years .
- Anti-hedging and clawback policies, plus stock ownership guidelines for executives, support long-term alignment; investors should watch for improvements in pre-tax income and PSU performance cycles (FY 2024–2026, FY 2025–2027) as potential drivers of executive equity realization and sentiment .
- Company TSR and profitability deterioration in FY 2024 heightened at-risk pay sensitivity; any near-term restructuring of marketing investments (e-commerce/digital exclusion from FY 2025 pre-tax metrics) may signal tactical shifts with potential to affect incentive funding and communications strategy under Penman’s remit .