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Nicholas Hawryschuk

Senior Vice President — Operations at MONROMONRO
Executive

About Nicholas Hawryschuk

Nicholas “Nick” Hawryschuk, 42, is Senior Vice President — Operations at Monro, Inc., appointed February 5, 2025, after serving progressively as VP — Finance (Aug 2020), VP — Finance & Operations Support (Jul 2022), and VP — Finance & Operations (Mar 2024) . He leads all retail and commercial operations and strategy execution; prior roles include Senior Director of Global Business Service Finance and Controller of Global Finance Shared Services at Xylem, Inc., where he “spearheaded a global finance transformation,” and earlier leadership roles in finance and operations at Carestream Health . Annual incentive metrics for FY2025 were operating income and comparable store sales (CSS), and no bonus was earned due to actuals below threshold; long-term PSUs shifted to rTSR vs the S&P Composite Specialty Retail Index with a 0–200% vesting scale, aligning pay with shareholder value creation .

Past Roles

OrganizationRoleYearsStrategic Impact
Monro, Inc.VP — Finance2020–2022Finance leadership; foundational role ahead of expanded operations remit
Monro, Inc.VP — Finance & Operations Support2022–2024Led Operations Support; expanded scope to Fleet & Strategic Accounts and Global Call Center
Monro, Inc.VP — Finance & Operations2024–2025Oversaw Finance and Loss Prevention; continued Ops Support leadership
Monro, Inc.SVP — Operations2025–presentLeads retail/commercial operations; drives strategy and implementation

External Roles

OrganizationRoleYearsStrategic Impact
Xylem, Inc.Senior Director, Global Business Service Finance; Controller, Global Finance Shared Services2016–2020Spearheaded global finance transformation programs
Carestream Health, Inc.Various finance/operations leadership rolesBuilt experience assessing business needs; implemented strategies and processes for high-performing teams

Fixed Compensation

ItemFY2025 Value
Base Salary (paid)$310,000
SVP — Operations Base Salary (package, effective Feb 2025)$350,000
Target Bonus % of Base60% (increased from 40% upon promotion)
Annual Incentive Earned (FY2025)$0 (below threshold on both metrics)

Performance Compensation

Annual Incentive (FY2025)

MetricWeightingThresholdTargetMaxActualPayout
Operating Income (thousands)$60,200$75,200$90,200$38,7000%
Comparable Store Sales (YoY)30%-2.0%2.0%6.0%-3.5%0%

None of the Named Executive Officers earned an annual incentive for FY2025 because both operating income and comparable store sales were less than threshold .

Long-Term Incentive Structure (FY2025)

ComponentWeightingKey Terms
PSUs33% (for Hawryschuk) Vest on rTSR vs S&P Composite Specialty Retail Index at FY2027: <25th=0%; 25th=50%; 50th=100%; ≥75th=200%; linear interpolation between points
Stock Options33% (for Hawryschuk) Standard options; see grant details below
RSUs33% (for Hawryschuk) Time-vest; July 2024 retention RSU equal to 50% of base salary; vest ratably over three years

Equity Award Grants (FY2025 compensation tables)

Grant DateAward TypeShares/Units (#)Exercise Price ($)Grant Date Fair Value ($)
05/09/2024Stock Options11,39826.9174,952
05/09/2024RSUs2,78774,998
05/09/2024PSUs (Target)2,78774,998
07/23/2024RSUs (Retention)5,797142,490

Equity Ownership & Alignment

Ownership MeasureAmount
Common Shares Beneficially Owned (as of Jun 23, 2025)2,817
Shares Acquirable within 60 Days15,976
Ownership % of Class (including options)Less than 1% (“*” in proxy table)
Executive Stock Ownership Guideline≥3x annual base salary (for NEOs other than CEO)
Compliance Status (as of Mar 29, 2025)All NEOs to whom guidelines apply were in full compliance
Anti-Hedging/PledgingHedging and pledging prohibited; no short sales; option transactions barred for insiders

Aggregate awards since plan inception include 25,259 options and 48,713 RSUs attributed to Hawryschuk; counts include exercised, canceled, or forfeited awards and are not current outstanding totals .

Deferred Compensation

NameExecutive Contributions ($)Company Contributions ($)Aggregate Earnings ($)Aggregate Balance ($)
Nicholas Hawryschuk12,3006,1502,50562,439

Executive Deferred Compensation Plan credits earnings at a Board-set rate (currently 5% annually); unfunded, unsecured claims against Company assets; deferrals payable in lump sum or installments up to 10 years .

Employment Terms

  • Pre-August 2025 Severance (proxy-disclosed baseline): Involuntary termination without cause → six months’ base salary; vested options exercisable 30 days; no accelerated RSU/PSU vesting disclosed for him at that time . Change-in-Control table showed benefits framed for other NEOs; for Hawryschuk, only base salary and intrinsic value of RSUs/PSUs indicated, with policy of no excise tax gross-ups .
  • Letter Agreement (effective Aug 12, 2025, Item 5.02 8-K):
    • Termination without Cause or resignation for Good Reason → base through termination; one year’s base salary (6 months lump sum at 6-month mark, then 6 months continuation); pro rata annual bonus for year of termination; immediate vesting of time-vesting equity awards; options fully vested and exercisable for 90 days; PSUs eligible for pro rata vesting based on performance achieved .
    • Within two years of a Change in Control, termination without Cause or Good Reason resignation → base through termination; two years’ base salary (6 months lump sum at 6-month mark, then 18 months continuation); pro rata bonus; equity treatment same as above .
    • Good Reason includes material diminution of duties or, in a sale, lack of a comparable role, relocation >50 miles from Rochester, NY (with normal travel exceptions) .
  • No excise tax gross-up provisions for CIC payments by policy; Committee will not enter agreements with such gross-ups .
  • Clawback policy in place; recoupment for restatements and specified misconduct; aligning with Nasdaq/SEC rules .

Investment Implications

  • Pay-for-performance alignment: 2025 annual bonus paid $0 due to below-threshold operating income and CSS, demonstrating discipline; the adoption of rTSR for PSUs (0–200% vesting) tightens linkage to shareholder outcomes .
  • Retention and selling pressure: July 2024 RSU grant (5,797 units) vests ratably over three years; regular vesting may create periodic selling pressure around vest dates; options granted at $26.91 with standard 90-day exercise window post-termination under the 2025 letter agreement .
  • Severance/CIC economics: The August 2025 agreement materially increased severance protections (one year base; two years post-CIC) and added full time-vesting equity acceleration and pro rata PSU eligibility, reducing retention risk but increasing potential CIC cash costs and dilution from accelerated vesting .
  • Ownership alignment: Direct ownership is modest (2,817 shares) with 15,976 acquirable within 60 days, but Company states all NEOs were compliant with stock ownership guidelines as of March 29, 2025; anti-hedging/pledging policies mitigate misalignment risk .
  • Process red flags: One late Section 16 filing for Hawryschuk (and multiple for other insiders) noted, a minor governance/process issue; no related-party transactions under Item 404(a) disclosed for Hawryschuk .