John Feeney
About John Feeney
John J. Feeney is Vice President, General Counsel and Secretary at RBC Bearings Incorporated; he joined RBC in 2014 as Assistant General Counsel and was appointed to his current role in 2020. He is 56 and holds a BA in History (St. Joseph’s University), an MA (St. John’s University), and a JD (SUNY Buffalo School of Law) . RBC’s compensation program is anchored to adjusted EBITDA, with FY2025 performance at 102.3% of plan; other executive officers’ annual bonuses (including Feeney) are paid as a percent of base salary based on company and individual performance . Feeney’s role encompasses corporate legal leadership; he is the authorized signatory on material agreements and 8‑Ks (e.g., credit agreement amendments and earnings‑related filings) .
Past Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| RBC Bearings Incorporated | Assistant General Counsel | 2014–2020 | Supported corporate legal matters; prepared and executed SEC filings and agreements |
| RBC Bearings Incorporated | VP, General Counsel & Secretary | 2020–Present | Leads legal function; authorized officer executing credit agreement amendments; corporate governance and disclosure oversight |
| Conair Corporation | Associate Counsel | 2008–2014 | Corporate legal support at private consumer products company |
| Volt Information Sciences, Inc. | Staff Counsel | 2005–2008 | Litigation/corporate counsel at public staffing firm |
| New York City Law Department | Litigation Attorney | 2000–2005 | Litigation experience in municipal law |
Fixed Compensation
| Metric | FY 2023 | FY 2024 | FY 2025 | FY 2026 (set) |
|---|---|---|---|---|
| Base Salary ($) | 275,834 | 282,730 | 292,625 | 301,404 (effective 6/1/2025) |
| Target Bonus % | Not specified; paid as % of salary based on company/individual performance | Not specified; paid as % of salary based on company/individual performance | Not specified; paid as % of salary based on company/individual performance | Not specified; paid as % of salary based on company/individual performance |
Performance Compensation
Annual Bonus Outcomes and Drivers
| Fiscal Year | Company Metric | Target | Actual | Feeney Bonus ($) | Bonus as % of Base |
|---|---|---|---|---|---|
| FY2024 | Adjusted EBITDA vs plan | $460.4mm plan | 104.7% of plan | 65,000 | 23.0% |
| FY2025 | Adjusted EBITDA vs plan | $507.9mm plan | 102.3% of plan | 90,000 | 30.8% |
Notes:
- Other executive officers’ bonuses (including Feeney) are determined as a percent of salary based on company performance and individual performance; they are not formulaic like CEO/COO .
Equity Grants (RSUs and Options)
| Grant Date | Instrument | Quantity | Strike | Expiration | Grant-Date Fair Value |
|---|---|---|---|---|---|
| 5/23/2024 | RSUs | 500 | — | — | Part of combined grant fair value $281,945 |
| 5/23/2024 | Options | 1,000 | $292.85 | 5/23/2031 | Part of combined grant fair value $281,945 |
Option Exercises and Stock Vesting
| Metric | FY2024 | FY2025 |
|---|---|---|
| Options Exercised (shares) | 302 | 2,096 |
| Value Realized on Exercise ($) | 27,351 | 240,795 |
| Stock Vested (shares) | 450 | 490 |
| Value Realized on Vesting ($) | 103,584 | 150,701 |
Outstanding Options and RSUs at FY2025 Year-End (3/28/2025 close $325.60)
| Instrument | Exercisable | Unexercisable | Strike | Expiration | Unvested RSUs (#) | RSU Market Value ($) |
|---|---|---|---|---|---|---|
| Options/RSUs Lot (181.58/Feb 2028) | 56 | 56 | 181.58 | 2/8/2028 | 90 | 29,304 |
| Options/RSUs Lot (199.16/Jun 2028) | 0 | 800 | 199.16 | 6/3/2028 | 200 | 65,120 |
| Options/RSUs Lot (199.10/Jun 2029) | 0 | 1,200 | 199.10 | 6/3/2029 | 600 | 195,360 |
| Options/RSUs Lot (199.51/Jun 2030) | 200 | 800 | 199.51 | 6/1/2030 | 400 | 130,240 |
| Options/RSUs Lot (292.85/May 2031) | 0 | 1,000 | 292.85 | 5/23/2031 | 500 | 162,800 |
| Totals | 256 | 3,856 | — | — | 1,790 | 582,824 |
Vesting schedules (unvested RSUs at FY2025):
- 90 shares: Will vest February 2026 .
- 200 shares: One-half vested June 2025; remaining half vests June 2026 .
- 600 shares: One-third vested June 2025; remaining two-thirds vest evenly June 2026 and June 2027 .
- 400 shares: One-quarter vested June 2025; remaining three-quarters vest evenly June 2026, June 2027, June 2028 .
- 500 shares: One-fifth vested May 2025; remaining four-fifths vest evenly May 2026–May 2029 .
As of 3/28/2025 close ($325.60), all listed option strikes (181.58–292.85) were in‑the‑money, implying future potential exercise and related tax-withholding transactions as tranches vest .
Equity Ownership & Alignment
| Date (as of) | Shares Beneficially Owned | Percent of Class | Restricted Shares Included | Options Exercisable <60 Days Included |
|---|---|---|---|---|
| 7/1/2024 | 5,372 | * (<1%) | 1,880 | 2,296 |
| 7/8/2025 | 4,227 | * (<1%) | 990 | 1,456 |
- “None of these shares are held in margin accounts or pledged or otherwise available to a lender as security” (no pledging) .
- Stock ownership guidelines: CEO 6x salary; all other executive officers 3x salary; accumulation over five years; restricted stock counts, options do not; compliance reviewed annually; individual compliance status not disclosed .
Employment Terms
- No employment agreement for executive officers other than CEO/COO; no guaranteed bonuses; no tax gross‑ups; clawback policy compliant with NYSE/SEC rules .
- Change‑in‑control: Feeney has no individual CiC severance arrangement; restricted stock accelerates on termination without cause within 18 months post‑CiC; Compensation Committee may accelerate RSUs/options at its discretion .
- CiC illustrative table (as of 3/29/2025): Feeney would receive $582,824 (vested restricted stock value); no severance/bonus/options listed for Feeney .
- Section 16(a) compliance: One late Form 4—Feeney’s disposition of 34 shares to cover withholding on RSU vesting reported two days late (Feb 2, 2025) .
- SERP (Non‑Qualified Deferred Compensation) participation:
- FY2024: Executive contributions $22,699; aggregate earnings $46,519; year‑end balance $284,395 .
- FY2025: Executive contributions $5,656; aggregate earnings $16,692; year‑end balance $306,744 .
Compensation Structure Analysis
| Year | Salary ($) | Bonus ($) | Stock Awards ($) | Option Awards ($) | All Other ($) | Total ($) |
|---|---|---|---|---|---|---|
| 2023 | 275,834 | 55,167 | 199,100 | 172,900 | 9,821 | 712,822 |
| 2024 | 282,730 | 65,000 | 99,755 | 90,690 | 10,120 | 548,295 |
| 2025 | 292,625 | 90,000 | 146,425 | 135,520 | 10,707 | 675,277 |
Observations:
- Mix is predominantly salary + modest equity grants (RSUs/options), with discretionary bonuses linked to company performance and individual contribution; no formulaic non‑equity incentive plan payout for Feeney .
- Shift in FY2024–FY2025 shows increased bonus and equity values, consistent with company adjusted EBITDA above plan (FY2024: 104.7%; FY2025: 102.3%) .
- Company eliminated stock options for CEO/COO and introduced TSR/ROIC-weighted longer‑cycle awards; other executive officers still receive RSUs/options annually .
Performance & Track Record
- Company pay‑for‑performance framework emphasizes adjusted EBITDA for annual incentives; added TSR as a metric for longer‑term CEO/COO equity awards in response to investor feedback; ROIC metrics remain part of long‑term equity constructs .
- Feeney’s discretionary bonuses aligned to company performance outcomes and his individual performance; FY2025 bonus 30.8% of salary; FY2024 23.0% .
- Governance hygiene: Clawback policy, no tax gross‑ups, stock ownership guidelines; minimal perquisites .
Investment Implications
- Alignment: Feeney’s equity exposure includes 1,790 unvested RSUs scheduled to vest through 2029 and in‑the‑money options as of 3/28/2025 ($325.60 close), supporting continued retention and alignment; no pledging mitigates risk .
- Selling pressure: The staged RSU vesting (May/June/Feb schedules) and in‑the‑money options could create periodic Form 4 activity (tax withholding sales or net settlement) around vest dates (Feb 2026; May 2026–2029; June 2026–2028) .
- Retention risk: Absence of an individual CiC/severance arrangement suggests lower exit costs but also fewer contractual retention hooks; however, ongoing multi‑year vesting provides economic incentive to remain .
- Governance signals: Strong pay‑for‑performance architecture, clawback, and stock ownership guidelines; minor reporting lapse (two‑day late Form 4) is immaterial .