Seth Estep
About Seth Estep
Seth Estep, age 46, is an independent director of Leslie’s, Inc. and serves as Executive Vice President, Chief Merchandising Officer of Tractor Supply Company (NASDAQ: TSCO) since February 2020, having joined TSCO in 2008; he holds a bachelor’s degree from the University of Tennessee and an MBA in Finance from Belmont University . He joined Leslie’s Board in 2024 and, as of January 1, 2025, is classified as a Class II director continuing in office until the 2026 Annual Meeting; his selection reflected deep retail experience in merchandising, pricing, product development, sourcing, and private brands .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Tractor Supply Company (TSCO) | EVP, Chief Merchandising Officer | Feb 2020–present | Executive Committee member since Jun 2019; led merchandising strategy |
| Tractor Supply Company (TSCO) | SVP, General Merchandising | 2017–2020 | Senior leadership in merchandising |
| Tractor Supply Company (TSCO) | Merchandising roles (progressive) | 2008–2017 | Increasing responsibility across merchandising |
| Petsense by Tractor Supply | Oversight of business | 2020–2021 | Pet specialty retailer operations oversight |
External Roles
| Organization | Position | Public Company Board? | Notes |
|---|---|---|---|
| Tractor Supply Company (TSCO) | EVP, Chief Merchandising Officer | No | Operating executive role; not a directorship |
| — | — | None | No other public company boards disclosed |
Board Governance
- Committee assignments: Chair, Compensation Committee; Member, Nominating & Corporate Governance Committee .
- Independence: Board affirms all non-employee directors (including Estep) were independent during FY2024; exceptions were Egeck, Kufel, McDonell and Ortega; committees comprised only of independent directors .
- Attendance and engagement: In FY2024, the Board held 10 meetings; Audit 11; Compensation 7; Nominating & Corporate Governance 7; all incumbent directors attended at least 75% of Board/committee meetings; independent directors meet in regular executive sessions .
- Governance practices: Board declassification commenced in 2023, with annual elections beginning in 2027; hedging/pledging prohibited; stock ownership guidelines apply to directors; board and committee annual self-assessments .
| Metric (FY) | FY2023 | FY2024 |
|---|---|---|
| Board meetings held (#) | 8 | 10 |
| Audit Committee meetings (#) | 9 | 11 |
| Compensation Committee meetings (#) | 4 | 7 |
| Nominating & Corporate Governance meetings (#) | 4 | 7 |
| Attendance threshold met | ≥75% by all incumbents | ≥75% by all incumbents |
Fixed Compensation
| Item | Detail | Amount/Term |
|---|---|---|
| Board member cash retainer | Annual retainer for non-chair directors | $75,000 |
| Compensation Committee Chair fee | Annual chair retainer | $15,000 |
| Nominating & Corporate Governance Member fee | Annual member retainer | $5,000 |
| Director fees earned (FY2024) | Estep – total cash fees received | $81,959 |
| Non-Executive Chairman retainer | Annual | $150,000 (updated for FY2024) |
| Lead Independent Director fee | Annual | $25,000 |
| Director Compensation (FY2024) | Fees Earned or Paid in Cash ($) | Stock Awards ($) | All Other ($) | Total ($) |
|---|---|---|---|---|
| Seth Estep | $81,959 | $125,000 | — | $206,959 |
Performance Compensation
| Equity Type | Grant Date | Grant Value | Units/Status | Vesting |
|---|---|---|---|---|
| RSU (annual director grant) | March 15, 2024 | $125,000 | 18,248 RSUs outstanding as of 9/28/2024 | Vests earlier of 1-year from grant or day prior to next annual meeting |
| RSU award structure | Upon initial election/re-election | $125,000 per cycle | Pro-rated if initial appointment mid-cycle | Same vesting terms as above |
- Director equity compensation is time-based RSUs without performance metrics; no options or PSUs disclosed for directors .
- Clawback and recoupment oversight is maintained by the Compensation Committee; FW Cook engaged as independent compensation consultant (no conflicts) .
Other Directorships & Interlocks
| Company | Role | Committee Roles | Notes |
|---|---|---|---|
| None disclosed | — | — | No other public company board service; no disclosed interlocks |
Expertise & Qualifications
- Skills highlighted: Retail/Merchandising; Strategic Management; Digital Commerce & Marketing; Human Capital Management; Information Technology & Cyber Security; Finance/Accounting; Governance/Risk Management; Senior Leadership; Public Company Experience .
- Education: BA, University of Tennessee; MBA (Finance), Belmont University .
- Board skills matrix confirms merchandising, strategic management, supply chain, digital commerce among Estep’s competencies as of January 1, 2024 and January 1, 2025 .
Equity Ownership
| Metric | Dec 31, 2024 | Jul 14, 2025 |
|---|---|---|
| Shares beneficially owned (#) | 24,680 | 42,928 |
| Ownership status | <1% (table notation) | <1% (table notation) |
| Equity Detail (as of Sep 28, 2024) | Units |
|---|---|
| RSUs outstanding (director grant) | 18,248 |
- Director stock ownership guidelines: 5x annual cash retainer; directors must retain 50% of net shares from vesting/exercise until guideline achieved; as of the record date, all non-employee directors were in compliance (holding required shares or meeting 50% retention) .
- Hedging/pledging: Explicitly prohibited for directors; no margin accounts or derivatives allowed under the Insider Trading Policy .
Governance Assessment
- Strengths: Independent status, multi-committee engagement, and current chairmanship of Compensation Committee indicate strong governance involvement; the committee uses an independent compensation consultant (FW Cook) with no other services or conflicts, and oversees clawback policy—supportive of pay-for-performance rigor .
- Attendance/engagement: Board and committees met frequently in FY2024; all incumbents met ≥75% attendance; independent directors meet in regular executive sessions—positive for oversight quality .
- Alignment: Director compensation uses standard cash retainers plus time-based RSUs; stock ownership guidelines at 5x cash retainer with mandatory 50% net share retention until compliance; as of the record date, all non-employee directors complied—supportive of alignment with shareholders .
- Conflicts and related-party exposure: No related-party transactions were disclosed involving Estep; the only family relationship noted relates to Stephen Ortega, son of former Chairman Steven Ortega; Audit Committee reviews any related-person transactions per policy—reducing conflict risk .
- RED FLAGS: None disclosed specific to Estep; hedging/pledging prohibited; committee independence affirmed; no overboarding concerns disclosed; no other public company directorships that could create interlocks .
Overall signal: Estep’s retail merchandising and digital commerce expertise strengthens board competency in Leslie’s core consumer-retail operations, while his role as Compensation Committee Chair, adherence to ownership guidelines, and independence are net positives for investor confidence and governance quality .