Bruce Pollack
About Bruce G. Pollack
Bruce G. Pollack (age 66) is an independent director of Lifetime Brands, Inc. (LCUT) since 2018 and a Managing Partner at Centre Partners Management LLC, with prior experience in investment banking at Becker Paribas and Merrill Lynch. He holds a B.A. from Brandeis University and currently serves on multiple private company boards affiliated with Centre Partners; his LCUT tenure reflects private equity leadership and board oversight credentials .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Becker Paribas Incorporated | Investment Banking Division | Not disclosed | Early-career finance experience |
| Merrill Lynch Capital Markets | Investment Banking Division | Not disclosed | Early-career finance experience |
| Taylor Precision Products, Inc. | Director (prior) | Until March 2018 | Portfolio company governance |
| Bellisio Foods, Inc. | Director (prior) | Not disclosed | Portfolio company governance |
| Bumble Bee Foods, L.P. | Director (prior) | Not disclosed | Portfolio company governance |
| KIK Corporation Holdings, Inc. | Director (prior) | Not disclosed | Portfolio company governance |
| Salton, Inc. | Director (prior) | Not disclosed | Public company board experience |
External Roles
| Organization | Role | Public/Private | Committees/Notes |
|---|---|---|---|
| Centre Partners Management LLC | Managing Partner | Private | PE leadership |
| Taylor Parent, LLC | Director | Private | LCUT major stockholder designee linkage |
| Sabrosura Foods, LLC | Director | Private | Portfolio board |
| Seafood Kitchen Holding, LLC | Director | Private | Portfolio board |
| Nearly Natural, LLC | Director | Private | Portfolio board |
| Golding Farms Foods, Inc. | Director | Private | Portfolio board |
| Midwest Mobility Solutions, Inc. | Director | Private | Portfolio board |
| One World Fitness PFF, LLC | Director | Private | Portfolio board |
Board Governance
- Committee assignments: Compensation Committee member; Nominating & Governance Committee member. Not a chair; Compensation Committee held 6 meetings in 2024; Nominating & Governance held 4 meetings in 2024 .
- Independence: Board determined Pollack is independent under Nasdaq listing standards; LCUT has eight independent directors out of ten .
- Attendance: Each director attended at least 75% of Board and applicable committee meetings; Board met 6 times in 2024; independent directors hold regular executive sessions .
- Tenure: Director since 2018; the 2018 appointments included three designees linked to Taylor Parent (Kay, Pollack, Schnabel) under the 2017 Merger/Stockholders Agreements for the Filament acquisition .
- Lead independent director and structure: Michael J. Regan serves as Lead Independent Director; governance practices include majority voting resignation policy and stock ownership guidelines for directors .
Fixed Compensation
| Component (2024) | Amount | Notes |
|---|---|---|
| Annual Board cash retainer | $60,000 | Standard for non-employee directors |
| Committee member cash retainer | $2,000 | Annual per committee |
| Board meeting fee | $2,000 per meeting | As attended |
| Committee meeting fee | $500 per meeting | As attended |
| Pollack – Cash fees earned (2024) | $81,000 | Aggregate cash compensation |
| Pollack – Total director equity grant value (2024) | $105,000 | Restricted common stock |
| Pollack – Total director compensation (2024) | $186,000 | Cash + equity |
Performance Compensation
- Non-employee director equity is time-based restricted stock; no performance-based equity disclosed for directors. Annual grant: 11,653 restricted shares to each director on June 20, 2024, fully vesting June 20, 2025; Pollack held 11,653 restricted shares at 12/31/2024 .
- LCUT maintains anti-hedging and clawback policies, but clawback applies to incentive compensation for executive officers (not director equity) .
| Director Equity Detail | Grant Date | Shares Granted | Vesting Schedule | Valuation Basis |
|---|---|---|---|---|
| Bruce G. Pollack – Restricted Shares | June 20, 2024 | 11,653 | 100% on June 20, 2025 | Closing price on grant date; aggregated $105,000 for director cohort |
Other Directorships & Interlocks
| Interlock Type | Detail |
|---|---|
| Major stockholder designee arrangement | LCUT’s 2017 Merger and Stockholders Agreements required three Taylor Parent designees to the Board; appointments included Robert B. Kay (CEO), Bruce G. Pollack, and Michael Schnabel, creating a Centre Partners/Taylor Parent influence nexus on LCUT’s Board . |
| Centre Partners representation | Pollack (Managing Partner) and Schnabel (Senior Partner) both serve on LCUT’s Board, and on Taylor Parent’s board, indicating shared affiliations; Kay has been part of Centre’s operating partner network since 2005 . |
Expertise & Qualifications
- Matrix highlights: Public company board experience; financial literacy; risk management; corporate governance; human capital/compensation; executive experience; strategic planning; M&A; housewares/retail industry familiarity .
- Biography supports private equity and board leadership across portfolio companies; investment banking background .
Equity Ownership
| Ownership Category | Shares | % of Outstanding | Notes |
|---|---|---|---|
| Total beneficial ownership – Bruce G. Pollack | 6,059,679 | 27.0% | Includes 66,563 held directly, 5,593,116 by Taylor Parent, and 400,000 by Centre Capital Investors V, L.P.; Pollack may be deemed to beneficially own indirect shares via Centre entities . |
| Shares outstanding (reference) | 22,414,005 | — | As of April 22, 2025 (record date) . |
| Director restricted shares outstanding (12/31/2024) | 11,653 | — | Pollack’s unvested restricted shares vest June 20, 2025 . |
- Stock ownership guidelines: Directors must hold ≥3x annual cash retainer within five years; all directors are satisfied or on track to satisfy guidelines .
- Hedging and pledging: Hedging is prohibited; no pledging disclosures for Pollack in 2024 proxy .
Governance Assessment
- Alignment and influence: Pollack’s significant beneficial ownership (27%) via Centre/Taylor entities signals strong skin-in-the-game but also potential influence risk over Board decisions; this is partly mitigated by LCUT’s lead independent director, regular executive sessions, and majority voting resignation policy .
- Committee independence: Pollack serves on Compensation and Nominating & Governance Committees (both independent), but Centre-linked designee history (three seats) raises perceived conflict risk in pay-setting and nominations; Audit Committee charter covers related-party oversight, and proxy notes no related-person transactions beyond family employment of the Chairman’s relatives in 2024 .
- Attendance and engagement: Attendance was at least 75% across Board/committees for all directors; Board met six times, with independent executive sessions—adequate engagement baseline .
- Director pay structure: Mix is predominately cash retainer plus time-based stock; absence of performance-based director equity reduces pay-for-performance alignment at the director level but is industry standard; ownership guidelines and large beneficial stake enhance alignment .
RED FLAGS:
- Concentrated ownership and designee arrangement: Centre/Taylor designees (Kay, Pollack, Schnabel) and 26.7% Centre Partners ownership could create perceived conflicts in Compensation and Nominating decisions, even with formal independence status .
- Multiple Centre-affiliated directors: Shared affiliations may reduce independence of perspectives; ensure rigorous recusal practices on related matters and continued robust use of independent compensation consultants and majority voting principle .
Mitigants:
- Lead Independent Director role, executive sessions, independent committee structures, anti-hedging, clawback policy (executives), and director ownership guidelines .
Director Compensation (Pollack – 2024)
| Metric | 2024 |
|---|---|
| Fees earned or paid in cash | $81,000 |
| Stock awards (grant date fair value) | $105,000 |
| Total | $186,000 |
| Restricted shares held (12/31/2024) | 11,653 |
| Vesting date for 2024 grant | June 20, 2025 |
Insider Trades
- Proxy references Form 4s associated with Centre Partners LP and Mr. Pollack related to beneficial ownership history (May 17, 2019 and June 24, 2024), but does not tabulate transaction details in the 2025 DEF 14A .
Say-on-Pay & Shareholder Feedback (context)
- 2024 say-on-pay approval was approximately 90%, indicating shareholder support for LCUT’s executive pay approach; Compensation Committee retained independent consultant Pearl Meyer and uses Adjusted EBITDA for incentive design .
Compensation Committee Analysis (context)
- Composition in 2024: Cherrie Nanninga (Chair), Rachael A. Jarosh, Bruce G. Pollack; six meetings; uses independent consultant (Pearl Meyer) and oversees clawback policy and risk review .
Related-Party Transactions
- Audit Committee oversees related-party transactions; 2024 proxy reports no related-party transactions requiring disclosure beyond employment of Chairman’s relatives; Pollack’s affiliations are disclosed via ownership footnotes, but no LCUT transactions with Centre/Taylor entities requiring Item 404 disclosure are noted in 2024 .
Expertise & Qualifications
- Highlights: Private equity leadership; board governance; M&A; strategic planning; housewares/retail familiarity; human capital/compensation; risk management; public board experience (e.g., Salton, Inc.) .
Equity Ownership & Alignment Summary
- Significant beneficial ownership connects Pollack to long-term value creation but introduces influence/independence considerations; director stock ownership guidelines and anti-hedging policy reinforce alignment .
Bottom Line
- Pollack contributes deep PE and governance expertise; investor confidence hinges on sustained independent oversight given Centre/Taylor influence. Monitoring committee decisions (Compensation, Nominating) and potential related-party contexts remains prudent; current structures (lead independent director, executive sessions, policies) are positives .