Patrick Edwards
About Patrick Edwards
Patrick C. Edwards served as SCVL’s Senior Vice President, Chief Financial Officer, Treasurer and Secretary from September 25, 2023 until September 28, 2025, when he transitioned to Senior Vice President, Special Projects and continued as Treasurer; his employment agreement was not renewed and he became at-will effective October 31, 2025 . Edwards is 51 years old as of September 2023, holds a bachelor’s degree in accounting from Southern Methodist University, and is a Certified Public Accountant . During his CFO tenure, FY2024 Net Sales were $1,202.9M (+$27.0M YoY, or +3.7% excluding the FY2023 53rd week), Operating Income was $91.2M, EPS was $2.68 (flat YoY), and SCVL TSR rose 13% in FY2024 versus FY2023; over five years a $100 investment grew to $161 .
Past Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| Shoe Carnival, Inc. | SVP, CFO, Treasurer & Secretary | Sep 25, 2023 – Sep 28, 2025 | Led finance through acquisitions (Rogan’s), rebanner strategy, maintained profitability and EPS stability . |
| Shoe Carnival, Inc. | VP, Chief Accounting Officer & Corporate Controller; Secretary; Assistant Secretary | Oct 2019 – Sep 2023 | Strengthened controllership and governance; prepared for CFO succession . |
| CenterPoint Energy, Inc. | Vice President of Accounting | Feb 2019 – Aug 2019 | Post-acquisition integration following Vectren deal . |
| Vectren Corporation | Vice President & Treasurer | Apr 2017 – Feb 2019 | Capital structure and liquidity leadership . |
| Vectren Corporation | Vice President, Corporate Audit | Aug 2013 – Apr 2017 | Enhanced internal controls and risk oversight . |
| Vectren Corporation | Various accounting, audit, finance leadership roles | Feb 2001 – Aug 2013 | Progressive finance leadership over 18 years . |
| Public Accounting (PwC) | Auditor | Early career | External audit foundation . |
External Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| Junior Achievement of Southwestern Indiana | Treasurer | Not disclosed | Community engagement and youth education support . |
| Youth First, Inc. | Former Treasurer | Not disclosed | Nonprofit financial stewardship . |
| Boys and Girls Club of Evansville | Board Member | Not disclosed | Youth development and local outreach . |
| University of Southern Indiana | Accounting Circle Member | Not disclosed | Academic-industry collaboration . |
Fixed Compensation
| Metric | FY2022 | FY2023 | FY2024 |
|---|---|---|---|
| Base Salary ($) | $250,000 | $294,462 (blended $260k → $366k step-up) | $400,000 |
| All Other Compensation ($) | $31,661 | $31,569 | $31,352 |
| Total Compensation ($) | $548,643 | $494,152 | $990,709 |
- FY2025 changes: Base salary increase of 6.3% approved March 13, 2025; EICP target opportunity increased (see next section) .
Performance Compensation
| Program | Metric | Weighting/Target Design | Target | Actual | Payout | Vesting |
|---|---|---|---|---|---|---|
| EICP (FY2024) | GAAP Operating Income | Target bonus = 50% of salary; threshold 12.5%; max 87.5% of salary | $92.020M | $91.152M | 42.9% of salary ($171.7k) | Cash paid FY2024 |
| PSUs (Grant 3/13/2024) | Diluted EPS (FY2024) | 60% of equity grant value in PSUs; payouts: 25% at threshold, 175% at max | $2.60 | $2.68 | 115.4% of target PSUs | Cliff vest 3/31/2027 (service condition) |
| RSUs (Grant 3/13/2024) | Service-based | 40% of equity grant value; time-based | n/a | n/a | n/a | 50% vests 3/31/2026; 50% vests 3/31/2027 |
| EICP (FY2025 design) | GAAP Operating Income | Threshold at 90% of target; max 110%; Edwards target 75% of salary; threshold 18.75%; max 131.25% | n/a | n/a | n/a | FY2025 performance period |
Equity Grants and Vesting
| Grant Type | Grant Date | Shares/Units | Grant Date Fair Value ($) | Vesting Schedule |
|---|---|---|---|---|
| PSUs (target) | 03/13/2024 | 7,271 | $232,599 | Earned 115.4% for FY2024 EPS; cliff vest 03/31/2027 |
| RSUs | 03/13/2024 | 4,847 | $155,056 | 50% on 03/31/2026; 50% on 03/31/2027 |
| Outstanding Equity (as of FY2024 year-end) | Units Unvested | Market Value ($) |
|---|---|---|
| PSUs (2022 grant; earned) | 3,754 | $101,583 (at $27.06) |
| RSUs (2022 grant) | 1,602 | $43,350 |
| RSUs (2023 grant) | 2,704 | $73,170 |
| PSUs (2024 grant; earned) | 8,390 | $227,033 |
| RSUs (2024 grant) | 4,847 | $131,160 |
Equity Ownership & Alignment
| Item | Detail |
|---|---|
| Beneficial Ownership | 12,417 shares as of April 10, 2025; less than 1% of shares outstanding . |
| Ownership Guidelines | Executive officers must hold 2x base salary in stock; retain 50% of net shares until compliant . |
| Hedging/Pledging | Prohibited for directors and executive officers . |
| Deferred Compensation | Participant; FY2024 deferral $31,895; Company match $15,948; ending balance $229,089 . |
Employment Terms
| Provision | Edwards (Amended & Restated Employment Agreement, 11/01/2024) |
|---|---|
| Term & Renewal | Initial term 11/01/2024–10/31/2025; auto one-year renewals thereafter . |
| At-Will Transition | Company elected not to renew; agreement terminated 10/31/2025; Edwards at-will as SVP, Special Projects & Treasurer . |
| Non-Compete | 12 months post-termination . |
| Change-in-Control Definition | Aligned with 2017 Equity Plan with additional exceptions; double-trigger vesting for PSUs; all RSUs vest upon change-in-control . |
| Severance (No CIC) | Termination without cause or for good reason: cash $820,000; COBRA $58,704; RSU immediate vesting; PSUs forfeited (except CEO carve-out); example equity values shown below . |
| Severance (With CIC + timely qualifying termination) | Cash $1,240,000; COBRA $58,704; outplacement $2,500; full vesting of unvested PSUs and RSUs if not assumed/continued; example values below . |
| Excise Tax | Pure cutback to avoid 280G excise tax; no gross-up . |
| Clawback | Applies to accounting restatements and fraud/intentional misconduct causing significant harm . |
| Scenario (as of 02/01/2025) | Cash Severance/Payment ($) | COBRA ($) | Equity Acceleration ($) | Total ($) |
|---|---|---|---|---|
| Death/Disability | $0 | $0 | $411,269 | $411,269 |
| Without Cause / Good Reason | $820,000 | $58,704 | $247,680 | $1,126,384 |
| Change in Control (no termination) | $171,702 (pro-rated bonus example) | $0 | $247,680 (RSUs only) | $419,382 |
| CIC + Timely Qualifying Termination | $1,240,000 | $58,704 | $576,297 (PSUs+RSUs) | $1,877,501 |
Compensation Structure Analysis
- Mix emphasizes performance: PSUs weighted at ~60% of long-term equity and measured on EPS; EICP tied to Operating Income with thresholds/caps; no stock options granted since 2008 .
- Strong governance: clawback policy extended beyond restatements to fraud/intentional misconduct; hedging/pledging prohibited; ownership guidelines enforce hold-to-comply .
- Say-on-pay support ~99% in 2023 and 2024 indicates shareholder alignment; FY2025 raised EICP targets for Edwards to 75% at target to reflect responsibilities .
- Change-in-control terms use double-trigger for PSUs; RSUs accelerate on CIC; excise tax cutback (no gross-up) reduces pay-inflation risk .
Related-Party and Risk Indicators
- No excise tax gross-ups; pure cutback aligned to 280G .
- Non-renewal notice and CFO role transition to SVP, Special Projects & Treasurer may signal retention risk or organizational re-alignment ahead of growth plans .
- Hedging/pledging is prohibited; no disclosure of pledged shares; beneficial ownership modest (12,417 shares) .
- Compensation consultant independence: Pearl Meyer (historical) and Meridian (FY2025) engaged with no conflicts .
Performance & Track Record
| Metric | FY2020 | FY2021 | FY2022 | FY2023 | FY2024 |
|---|---|---|---|---|---|
| Net Sales ($000s) | $976,765 | $1,330,394 | $1,262,235 | $1,175,882 (53 weeks) | $1,202,885 |
| Operating Income ($000s) | $21,865 | $207,654 | $146,444 | $93,505 | $91,152 |
| Net Income ($000s) | $15,991 | $154,881 | $110,068 | $73,348 | $73,766 |
| Diluted EPS ($) | $0.56 | $5.42 | $3.96 | $2.68 | $2.68 |
| TSR ($100 initial) | $132 | $187 | $158 | $154 | $161 |
- Strategy execution: acquisitions (Rogan’s) and rebanners contributed to FY2024 Net Sales growth and sustained >35% gross margin for the fourth consecutive year .
Equity Ownership & Insider Selling Pressure
- Upcoming vesting events may create selling windows: RSUs on 03/31/2026 and 03/31/2027; PSUs on 03/31/2027 post-earnings and service conditions .
- Beneficial ownership is modest; policy prohibits hedging and pledging, reducing forced-sale/pledge risk .
Compensation Peer Group (Benchmarking)
| Peer Group (FY2024/FY2025) | Examples |
|---|---|
| Retail/Footwear focus; median revenue ~$1.7B; median market cap ~$1.1B | Boot Barn, Caleres, Designer Brands, Crocs, Genesco, Steven Madden, Wolverine, Carter’s, Buckle, Citi Trends, Tilly’s, Zumiez, Oxford Industries, The Cato Corporation; Hibbett removed in FY2025 post acquisition . |
Investment Implications
- Alignment: Performance-weighted PSUs on EPS, EICP tied to Operating Income, clawback expansion, and anti-hedging/pledging policies indicate strong pay-for-performance and governance rigor .
- Retention and role change: Non-renewal of Edwards’ employment agreement and transition out of CFO role to Special Projects/Treasurer introduces leadership continuity considerations but preserves institutional knowledge; severance/CIC terms are market-consistent without gross-ups .
- Near-term selling pressure: RSU/PSU vesting in March 2026/2027 could create incremental supply, though hold-to-comply requirements mitigate immediate disposals for ownership guideline compliance .
- Performance backdrop: Steady EPS and TSR in FY2024 amid store rebanners and acquisition integration signal operational discipline; monitoring FY2025 EICP redesign with tighter thresholds (90–110% of target) will reveal incentive tightness and execution confidence .