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Brian Tilzer

Director at SIGNET JEWELERSSIGNET JEWELERS
Board

About Brian Tilzer

Brian Tilzer (age 54) is an independent director of Signet Jewelers Limited, serving since February 2017. He is Chief Digital, Analytics & Technology Officer at Best Buy Co., Inc. (since May 2018), and previously held senior digital roles at CVS Health and Staples. He holds a bachelor’s degree from Tufts University and an MBA from The Wharton School. His core credentials are enterprise-scale digital transformation, AI/data analytics, omnichannel strategy, and human-centered design leadership .

Past Roles

OrganizationRoleTenureCommittees/Impact
Best Buy Co., Inc.Chief Digital, Analytics & Technology OfficerMay 2018–PresentLeads data, technology and AI to drive customer engagement, operational efficiency, and platform growth; oversees design, product, engineering, data science/ML, platforms, and Best Buy Bangalore hub .
CVS Health CorporationChief Digital Officer2013–2018Scaled enterprise-wide digital program to 50M+ active users .
StaplesSVP, Global eCommerceNot disclosedLed multi-channel digital innovation strategies .
AccentureVarious leadership rolesNot disclosedTechnology and transformation services to retail/consumer businesses .

External Roles

OrganizationRoleTenureNotes
Best Buy Co., Inc.Chief Digital, Analytics & Technology Officer2018–PresentExecutive employment; no other public company directorships disclosed in SIG’s proxy .

Board Governance

  • Committee assignments: Chair, Governance & Technology Committee; Member, Corporate Citizenship & Sustainability Committee .
  • Independence: The Board affirmatively determined Tilzer is independent under NYSE standards; all directors except the CEO are independent .
  • Attendance: In FY2025 the Board met 7 times; average attendance >92%; no incumbent director attended <75% of Board/committee meetings except Mr. Seiffer—Tilzer met the threshold .
  • Committee workload: FY2025 meetings—Governance & Technology: 4; Corporate Citizenship & Sustainability: 5 .
  • Governance effectiveness: As GT Committee Chair, he oversees annual Board/committee/director evaluations (with periodic external facilitation), and GT’s remit includes director nominations, succession planning, cybersecurity/data privacy oversight, and oversight of e‑commerce/IT/AI/data analytics strategy .
  • Executive sessions held at each regularly scheduled Board meeting; Board chaired by an independent Chair; no directors considered over‑boarded .

Fixed Compensation

ComponentFY2025 AmountTerms/Notes
Annual Board Retainer (cash portion)$105,000Paid quarterly; part of $265,000 standard director retainer split $105k cash / $160k RSUs .
GT Committee Chair fee (cash)$20,000Paid quarterly; chair retainer for Governance & Technology .
Total Cash Fees (reported)$125,000As reported in Director Compensation table .
Annual Equity Grant (RSUs)$147,001 (grant-date FV)Granted June 28, 2024; one-year cliff vest; FY2025 grant-date FV per RSU $89.13 .
Total FY2025 Director Comp$272,001Cash + RSUs reported for Tilzer .

Trend vs prior year (for context):

YearCash FeesStock Awards (FV)Total
FY2024 (proxy filed May 16, 2024)$115,824$160,433$276,257
FY2025 (proxy filed May 19, 2025)$125,000$147,001$272,001

Observations: Mix remains cash retainers plus time-based RSUs; slight YoY shift reflects program parameters and grant-date fair value; no options or performance-vested equity for directors .

Performance Compensation

ElementStructureMetricsVesting
Director equityRSUs (time-based)Not performance-based for directorsOne-year cliff vest from grant date .

No annual/long-term performance metrics or options are used for non-employee director pay; committee chair fees are fixed retainers .

Other Directorships & Interlocks

CategoryDetail
Other public company boardsNone disclosed for Tilzer in the proxy .
Potential interlocks/conflictsCompany states no material related party transactions involving any Directors or the CEO; related-party reviews overseen via policy and Audit Committee .
Over-boardingCompany discloses no directors are considered over‑boarded .

Expertise & Qualifications

  • 30+ years across retail/eCommerce/consumer sectors; enterprise digital transformation; AI/data analytics; omnichannel and experience design .
  • Board-level oversight of cyber/data privacy, e‑commerce/IT/AI/analytics as GT Chair; director nominations/succession planning/governance .
  • Education: Tufts (BA); Wharton (MBA) .

Equity Ownership

HolderCommon Shares OwnedShares Acquirable within 60 DaysTotal Beneficial Ownership% of ClassNotes
Brian Tilzer15,9151,64117,556<1%No shares pledged; all owned directly .

Ownership alignment policies:

  • Director ownership guideline: 3x the value of annual share award within 5 years; as of May 19, 2025, all independent directors met requirements except the newest appointee (Cochran)—Tilzer is in compliance .
  • Hedging/pledging prohibited for directors and employees .

Section 16 compliance:

  • Company reports timely Section 16 filings for FY2025 with no delinquency noted for Tilzer; isolated late filings pertained to others due to administrative issues .

Governance Assessment

  • Strengths:

    • Independent director with deep digital/AI/omnichannel expertise aligned to Signet’s strategy; chairs the governance and technology agenda including cyber/data oversight and director succession .
    • Demonstrated engagement: Board met 7 times; GT and CCS met 4 and 5 times respectively; overall attendance high (>92% average) and Tilzer met minimum thresholds .
    • Pay/ownership alignment: Balanced cash/equity director pay; RSUs with one-year vesting; ownership guideline met; no pledging/hedging .
    • No material related-party transactions involving Tilzer disclosed; robust related-party review policy .
  • Watch items / potential risks:

    • Time commitments: Senior full-time executive at Best Buy; however, company explicitly states no directors are over‑boarded, mitigating over-commitment risk .
    • Performance linkage: Director compensation is not performance-based; mitigated by meaningful equity and ownership guidelines .
  • Overall implication for investors: Tilzer’s chairmanship of the Governance & Technology Committee and his digital/AI background are accretive to Board oversight of cybersecurity, data privacy, and digital growth initiatives. Independence, attendance, and ownership alignment support investor confidence, with no conflicts or red flags disclosed .