Nicholas Hawryschuk
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
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| Monro, Inc. | VP — Finance | 2020–2022 | Finance leadership; foundational role ahead of expanded operations remit |
| Monro, Inc. | VP — Finance & Operations Support | 2022–2024 | Led Operations Support; expanded scope to Fleet & Strategic Accounts and Global Call Center |
| Monro, Inc. | VP — Finance & Operations | 2024–2025 | Oversaw Finance and Loss Prevention; continued Ops Support leadership |
| Monro, Inc. | SVP — Operations | 2025–present | Leads retail/commercial operations; drives strategy and implementation |
External Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| Xylem, Inc. | Senior Director, Global Business Service Finance; Controller, Global Finance Shared Services | 2016–2020 | Spearheaded global finance transformation programs |
| Carestream Health, Inc. | Various finance/operations leadership roles | — | Built experience assessing business needs; implemented strategies and processes for high-performing teams |
Fixed Compensation
| Item | FY2025 Value |
|---|---|
| Base Salary (paid) | $310,000 |
| SVP — Operations Base Salary (package, effective Feb 2025) | $350,000 |
| Target Bonus % of Base | 60% (increased from 40% upon promotion) |
| Annual Incentive Earned (FY2025) | $0 (below threshold on both metrics) |
Performance Compensation
Annual Incentive (FY2025)
| Metric | Weighting | Threshold | Target | Max | Actual | Payout |
|---|---|---|---|---|---|---|
| Operating Income (thousands) | — | $60,200 | $75,200 | $90,200 | $38,700 | 0% |
| Comparable Store Sales (YoY) | 30% | -2.0% | 2.0% | 6.0% | -3.5% | 0% |
None of the Named Executive Officers earned an annual incentive for FY2025 because both operating income and comparable store sales were less than threshold .
Long-Term Incentive Structure (FY2025)
| Component | Weighting | Key Terms |
|---|---|---|
| PSUs | 33% (for Hawryschuk) | Vest on rTSR vs S&P Composite Specialty Retail Index at FY2027: <25th=0%; 25th=50%; 50th=100%; ≥75th=200%; linear interpolation between points |
| Stock Options | 33% (for Hawryschuk) | Standard options; see grant details below |
| RSUs | 33% (for Hawryschuk) | Time-vest; July 2024 retention RSU equal to 50% of base salary; vest ratably over three years |
Equity Award Grants (FY2025 compensation tables)
| Grant Date | Award Type | Shares/Units (#) | Exercise Price ($) | Grant Date Fair Value ($) |
|---|---|---|---|---|
| 05/09/2024 | Stock Options | 11,398 | 26.91 | 74,952 |
| 05/09/2024 | RSUs | 2,787 | — | 74,998 |
| 05/09/2024 | PSUs (Target) | 2,787 | — | 74,998 |
| 07/23/2024 | RSUs (Retention) | 5,797 | — | 142,490 |
Equity Ownership & Alignment
| Ownership Measure | Amount |
|---|---|
| Common Shares Beneficially Owned (as of Jun 23, 2025) | 2,817 |
| Shares Acquirable within 60 Days | 15,976 |
| Ownership % of Class (including options) | Less than 1% (“*” in proxy table) |
| Executive Stock Ownership Guideline | ≥3x annual base salary (for NEOs other than CEO) |
| Compliance Status (as of Mar 29, 2025) | All NEOs to whom guidelines apply were in full compliance |
| Anti-Hedging/Pledging | Hedging and pledging prohibited; no short sales; option transactions barred for insiders |
Aggregate awards since plan inception include 25,259 options and 48,713 RSUs attributed to Hawryschuk; counts include exercised, canceled, or forfeited awards and are not current outstanding totals .
Deferred Compensation
| Name | Executive Contributions ($) | Company Contributions ($) | Aggregate Earnings ($) | Aggregate Balance ($) |
|---|---|---|---|---|
| Nicholas Hawryschuk | 12,300 | 6,150 | 2,505 | 62,439 |
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 .