Brian Tilzer
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
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Best Buy Co., Inc. | Chief Digital, Analytics & Technology Officer | May 2018–Present | Leads 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 Corporation | Chief Digital Officer | 2013–2018 | Scaled enterprise-wide digital program to 50M+ active users . |
| Staples | SVP, Global eCommerce | Not disclosed | Led multi-channel digital innovation strategies . |
| Accenture | Various leadership roles | Not disclosed | Technology and transformation services to retail/consumer businesses . |
External Roles
| Organization | Role | Tenure | Notes |
|---|---|---|---|
| Best Buy Co., Inc. | Chief Digital, Analytics & Technology Officer | 2018–Present | Executive 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
| Component | FY2025 Amount | Terms/Notes |
|---|---|---|
| Annual Board Retainer (cash portion) | $105,000 | Paid quarterly; part of $265,000 standard director retainer split $105k cash / $160k RSUs . |
| GT Committee Chair fee (cash) | $20,000 | Paid quarterly; chair retainer for Governance & Technology . |
| Total Cash Fees (reported) | $125,000 | As 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 | $272,001 | Cash + RSUs reported for Tilzer . |
Trend vs prior year (for context):
| Year | Cash Fees | Stock 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
| Element | Structure | Metrics | Vesting |
|---|---|---|---|
| Director equity | RSUs (time-based) | Not performance-based for directors | One-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
| Category | Detail |
|---|---|
| Other public company boards | None disclosed for Tilzer in the proxy . |
| Potential interlocks/conflicts | Company states no material related party transactions involving any Directors or the CEO; related-party reviews overseen via policy and Audit Committee . |
| Over-boarding | Company 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
| Holder | Common Shares Owned | Shares Acquirable within 60 Days | Total Beneficial Ownership | % of Class | Notes |
|---|---|---|---|---|---|
| Brian Tilzer | 15,915 | 1,641 | 17,556 | <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 .