Mary Baglivo
About Mary Baglivo
Mary Baglivo (age 67) is an independent director of Ollie’s Bargain Outlet Holdings, Inc. (OLLI) since November 2023. She is CEO of The Baglivo Group and previously held senior marketing leadership roles at Pace University, Rutgers University, and Northwestern University; earlier she served as Chair/CEO Americas at Saatchi & Saatchi and executive roles at Arnold Worldwide and Panoramic Communications. She holds a BA in English from Rutgers University and a Master’s in Integrated Marketing Communications from Northwestern University’s Medill School .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Saatchi & Saatchi Worldwide | Chair and CEO, Americas; CEO, New York | 2004–2013 | Led turnaround and growth; managed global clients |
| Arnold Worldwide | President | 2002–2004 | Executive leadership |
| Panoramic Communications | Chief Executive Officer | 2001–2002 | Agency CEO |
| Northwestern University | Chief Marketing Officer; VP Global Marketing | ~2013–2017 | Senior strategy advisor to President; arts programming leadership |
| Rutgers University | Vice Chancellor for Communications & Marketing | 2017–2018 | University-wide brand and communications leadership |
| Pace University | Chief Marketing Officer & VP University Relations | 2020–2023 | Led integrated marketing; executive team member |
External Roles
| Company | Ticker | Role | Committee Roles |
|---|---|---|---|
| Host Hotels & Resorts, Inc. | HST | Director (since 2013) | Not disclosed in OLLI proxy; long-standing independent director |
| Urban Edge Properties | UE | Trustee (since 2022) | Compensation Committee member; Corporate Governance & Nominating Committee member |
| Ruth’s Hospitality Group (privatized 2023) | — | Former Director | Corporate Responsibility involvement |
| PVH Corp. (prior) | PVH | Former Director | Corporate Responsibility participation |
Board Governance
- Committee memberships at OLLI: Compensation Committee member; Nominating and Corporate Governance Committee member .
- Independence: The Board affirmatively determined Ms. Baglivo is independent under SEC and Nasdaq rules .
- Attendance: In fiscal 2024 the Board held 6 meetings (4 regular, 2 special) and each director attended at least 75% of the aggregate Board and committee meetings on which they served; independent directors met in executive session regularly .
- Overboarding: OLLI limits directors to no more than four other public company boards; none serve on more than three other public company boards presently .
- ESG and related-party oversight: Audit Committee oversees Related Person Transaction Policy and whistleblower mechanisms; NCG Committee oversees ESG strategy .
Fixed Compensation
| Component (Fiscal 2024) | Amount | Notes |
|---|---|---|
| Annual Cash Retainer | $80,000 | Paid quarterly; policy also provides member/chair retainers for Audit ($12,500 members; $25,000 chair) and Compensation ($10,000 members; $20,000 chair) |
| Equity (RSUs) – Grant Date Fair Value | $125,003 | RSUs vest one year from grant date |
| Total | $205,003 | Director compensation for FY2024 as disclosed |
- Director stock ownership guidelines: 4x the Annual Cash Retainer in company equity; as of Feb 1, 2025, all non-employee directors either met or were on a satisfactory path to meet guidelines .
- Hedging/pledging: OLLI policy prohibits directors and associates from hedging or pledging company stock .
Performance Compensation
- Not applicable: OLLI does not use performance-based director equity (no PSUs); director RSUs are time-based and vest one year from grant .
Other Directorships & Interlocks
| Company | Potential Interlock/Exposure | Notes |
|---|---|---|
| Urban Edge Properties (REIT retail properties) | Real estate exposure | OLLI leases retail space broadly; no Urban Edge-specific related-party transactions disclosed in OLLI filings |
| Host Hotels & Resorts (lodging REIT) | Hospitality real estate | No OLLI related-party transactions tied to Host disclosed |
No related-party transactions involving Ms. Baglivo or entities connected to her are disclosed; prior related-party transactions involved inventory purchases from Hillman Solutions due to another director’s external board (Swygert) and historical related-party leases, not tied to Baglivo .
Expertise & Qualifications
- Strategic marketing, brand strategy, advertising, and executive leadership experience; university-level marketing leadership; CEO experience at global agencies .
- Education: BA Rutgers; Master’s in Integrated Marketing Communications, Northwestern Medill .
Equity Ownership
| Metric | Value | Detail |
|---|---|---|
| Total beneficial ownership (shares) | 1,984 | Directly held; <1% of outstanding shares |
| Unvested RSUs (as of 2/1/2025) | 1,684 | Director RSUs outstanding; vest one year from grant |
| Options | 0 | No option holdings |
| Pledging/Hedging | Prohibited | Company policy |
| Ownership guideline status | On track/meeting | All non-employee directors meet or are on satisfactory path |
Insider Trades (Form 4 corroboration)
| Filing Date | Transaction Date | Type | Security | Shares | Price | Post-Txn Owned | SEC Link |
|---|---|---|---|---|---|---|---|
| 2023-12-08 | 2023-11-30 | Form 3 (initial) | RSUs | 300 | 0 | — | |
| 2024-04-03 | 2024-04-01 | Award (A) | RSUs | 1,684 | 0 | 1,684 | |
| 2024-12-02 | 2024-11-30 | M-Exempt (A) | Common (from RSU vest) | 300 | 0 | 300 | |
| 2024-12-02 | 2024-11-30 | M-Exempt (D) | RSUs (settled) | 300 | 0 | 0 | |
| 2025-04-02 | 2025-04-01 | Award (A) | RSUs | 1,091 | 0 | 1,091 | |
| 2025-04-02 | 2025-04-01 | M-Exempt (A) | Common (from RSU vest) | 1,684 | 0 | 1,984 | |
| 2025-04-02 | 2025-04-01 | M-Exempt (D) | RSUs (settled) | 1,684 | 0 | 0 |
Note: Post-transaction ownership aligns with OLLI proxy beneficial ownership as of the record date (1,984 shares) .
Director Compensation Detail (Policy context)
| Policy Element | Value |
|---|---|
| Annual cash retainer | $80,000 |
| RSU annual value | $125,003 |
| Committee chair/member fees | Audit chair $25,000; Audit member $12,500; Compensation chair $20,000; Compensation member $10,000 |
| RSU vesting | One year from grant |
Say-on-Pay & Shareholder Feedback
| Item | Result |
|---|---|
| 2024 Say-on-Pay | Votes For: 54,356,028; Against: 3,196,258; Abstain: 88,030; Broker non-votes: 1,231,620 |
| 2024 Director Election (Mary Baglivo) | Votes For: 56,226,233; Against: 1,357,045; Abstain: 57,038; Broker non-votes: 1,231,620 |
Governance Assessment
- Committee effectiveness: Active roles on Compensation and NCG committees at OLLI; independent status confirmed; attendance threshold met—supports engagement and oversight .
- Alignment: Equity retainer via RSUs with 1-year vesting; stock ownership guidelines (4x retainer) and prohibition of hedging/pledging strengthen alignment .
- Conflicts: No related-party transactions disclosed involving Ms. Baglivo; company-level related-party items have involved other directors historically (Hillman Solutions purchases; related-party leases), not her .
- External boards: Current service at HST and UE adds real estate and consumer marketing perspective; OLLI’s overboarding policy is respected (no more than three other boards) .
Overall signals: Independent, marketing-savvy director with multi-industry board experience, satisfactory attendance, and ownership alignment; no disclosed conflicts or red flags impacting investor confidence .