Terrence G. O’Connor
STURM RUGER & COAbout Terrence G. O’Connor
Independent director (age 69), serving on the RGR board since September 2014. Over 30 years in financial services with roles across investment banking, equity sales, hedge funds, and private investment partnerships; currently principal of High Rise Capital Partners (private real estate). The board has affirmatively determined he is independent under NYSE rules .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| High Rise Capital Partners, LLC | Principal | Since 2010 (incl. predecessor) | Private real estate investing |
| Pokka, LLC | Sole owner | Prior | E-commerce (writing instruments) |
| Cedar Creek Management, LLC | Managing Partner | Prior | Private investment partnership |
| HPB Associates | Partner | Prior | Private investment firm |
| Feshbach Brothers | Analyst | 1990–1992 | Equity research/short-focused firm |
| Kidder Peabody | Principal, equity sales & investment banking | ~10 years (prior to 1990) | Capital markets and IB experience |
External Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| SRV Bancorp | Director (committees) | Prior | Served on Compliance, Audit, and Special Committees |
| Covenant House New Jersey | Board Member | Prior | Non-profit governance |
| Covenant House International | Finance & Investment Committees | Prior | Investment oversight |
Board Governance
- Current committee assignments: Chair, Capital Policy Committee (2024); Member, Audit; Member, Compensation; Member, Nominating & Corporate Governance .
- Committee structure changes: In 2024 the board elected to dissolve the Risk Oversight Committee and Capital Policy Committee going forward, moving risk and capital allocation oversight to the full board for efficiency and broader director participation .
- Independence and leadership: Board classifies O’Connor as independent; independent, non‑management directors meet regularly in executive session led by the independent chair/lead vice chair .
- Attendance and engagement: In 2024 the board held 15 meetings; each director attended at least 92% of board and committee meetings on which they served; all directors attended the 2024 annual meeting .
Fixed Compensation
- Director fee framework (effective June 1, 2022): Base annual cash/equity retainer paid 2/3 cash and 1/3 one‑year restricted stock; annual long‑term equity award of $65,000 in three‑year RSUs; one‑time $100,000 five‑year RSUs upon joining the board. Committee chair annual retainers: Audit $20,000; Compensation $15,000; Capital Policy $12,000; Nominating & Corporate Governance $12,000; Risk Oversight $12,000 .
Directors’ compensation (2024 actuals):
| Name | Cash Fees ($) | Shares Underlying Stock Awards (#) | Stock Awards ($) | Total ($) |
|---|---|---|---|---|
| Terrence G. O’Connor | 94,667 | 2,590 | 112,333 | 207,000 |
- Notes: Retainer structure and grant timing evidenced by the program and vesting schedules disclosed; annual restricted shares from June 8, 2023 vested May 30, 2024; long-term awards from May 13, 2021 vested May 13, 2024; 2024 awards granted May 31, 2024 .
Performance Compensation
- Director equity is time‑based, not performance‑based. Annual long-term equity awards of $65,000 are granted as three‑year RSUs; base retainer has a one‑year restricted stock component; joiners receive a $100,000 five‑year RSU grant .
- No stock options, non‑equity incentive plans, or pension/deferral programs for non‑management directors .
Director equity grant structure:
| Component | Amount/Type | Vesting | Notes |
|---|---|---|---|
| Base retainer equity | 1/3 of base retainer in restricted stock | 1 year | Paid alongside 2/3 cash |
| Annual long-term equity | $65,000 RSUs | 3 years (cliff) | Time‑vesting RSUs |
| New director grant | $100,000 RSUs | 5 years (cliff) | One‑time on joining board |
Other Directorships & Interlocks
- Current public boards: Not disclosed for O’Connor beyond RGR .
- Compensation Committee interlocks: Company reports no interlocks involving its executives and other companies’ boards in 2024, mitigating reciprocal influence risks; O’Connor served on RGR’s Compensation Committee during 2024 .
Expertise & Qualifications
Board skills matrix ratings for O’Connor (0=minimal; 1=past; 2=current/significant):
| Skill | Rating |
|---|---|
| Risk Management | 2 |
| Executive Management | 1 |
| Public Company (C‑suite/board) | 1 |
| Financial (management/accounting) | 1 |
| Manufacturing/Operations/Supply Chain | 1 |
| Sales & Marketing (incl. online/brand) | 1 |
| Legal/Regulatory (incl. firearms compliance) | 1 |
Equity Ownership
- Beneficial ownership (as of April 3, 2025): 14,885 shares; <1% of outstanding .
- Board stock ownership guideline: Independent directors must maintain equity equal to 5× their annual base cash retainer, to be achieved within five years; program applies to all independent directors (no director‑specific compliance status disclosed) .
Beneficial ownership detail:
| Holder | Shares | % of Class |
|---|---|---|
| Terrence G. O’Connor | 14,885 | <1% |
Governance Assessment
- Board effectiveness and independence: O’Connor’s multi‑committee service (Audit, Compensation, Nominating & Corporate Governance) and prior chairing of Capital Policy reflect material involvement in oversight of financial reporting, executive pay, governance, and capital allocation; independence affirmed under NYSE rules .
- Attendance/engagement: Met the company’s attendance expectation; board and committee participation ≥92% across directors; all directors attended the annual meeting, signaling engagement .
- Compensation alignment: Director pay uses a balanced cash/equity mix with time‑vested RSUs and no options, promoting alignment without undue risk; no performance metrics tied to director pay; 2024 total director comp for O’Connor was $207,000 .
- Ownership alignment and policies: Robust ownership guidelines (5× cash retainer) and insider trading/anti‑hedging/clawback frameworks strengthen alignment and reduce risk; hedging and speculative transactions are prohibited under the Insider Trading Policy; executive compensation is subject to clawback for financial restatements .
- Conflicts/related‑party exposure: No related‑party transactions disclosed involving O’Connor; disclosed payments to NRA and NSSF relate to other directors’ affiliations, with no individual director receiving any portion of those payments .
- Shareholder support context: Say‑on‑Pay received 97% approval in 2024, indicating strong investor support for compensation governance more broadly; not director‑specific but relevant to overall confidence .
RED FLAGS: None disclosed specific to O’Connor (no related‑party transactions, no Section 16 filing issues noted, no hedging/pledging disclosures tied to him) .