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Jeri Isbell

Director at SiteOne Landscape SupplySiteOne Landscape Supply
Board

About Jeri L. Isbell

Independent director since October 2016; age 67. Former Vice President–Human Resources & Corporate Communications at Lexmark International (2003–2016), following senior finance roles including Vice President of Finance/Division CFO and U.S. Controller; began career at IBM. Education: B.B.A. in Accounting (Eastern Kentucky University) and M.B.A. (Xavier University); Certified Public Accountant; NACD Directorship 100 (2021), NACD Board Leadership Fellow, and NACD Directorship Certified .

Past Roles

OrganizationRoleTenureCommittees/Impact
Lexmark International, Inc.Vice President–Human Resources & Corporate Communications2003–Dec 2016Senior HR and communications leadership for a public-company environment
Lexmark International, Inc.VP Compensation & Benefits; VP Finance & Division CFO; U.S. ControllerPart of 24-year Lexmark tenure (dates not individually disclosed)Led compensation, finance, and controller functions
IBMVarious early career rolesNot disclosedEarly foundational operating/finance experience

External Roles

OrganizationRoleTenureCommittees/Impact
Atkore Inc.DirectorCurrent (notional start date not disclosed)Not disclosed in SITE proxy

Board Governance

ItemDetailEvidence
IndependenceIndependent under NYSE standards
Committee AssignmentsHuman Resources & Compensation (Chair); Nominating & Corporate Governance (Member)
Committee Meetings in FY2024HR & Compensation: 5; Nominating & Corporate Governance: 4; Audit: 8 (not a member)
Attendance100% attendance at Board and committee meetings; attended 2024 Annual Meeting
Executive SessionsIndependent directors met in executive session at each quarterly Board meeting
Board Refresh/StructureBoard declassification approved May 14, 2025; annual elections phased in by 2028

Fixed Compensation

ComponentFY2024 AmountNotes
Fees Earned or Paid in Cash$118,270Actual FY2024 cash compensation
Equity Grant (Grant-Date Fair Value)$135,0612024 annual director equity grant
Total Director Compensation$253,331FY2024 total for Isbell
Policy – Board Annual Cash Retainer$85,000Applies to all non-employee directors
Policy – HR & Compensation Chair Fee$27,500Applies to Isbell as Chair
Policy – Nominating & Corporate Governance Member Fee$7,500Applies to Isbell as member (non-chair)

Performance Compensation

Grant DateEquity TypeUnitsGrant-Date Fair ValueVesting & SettlementPerformance Metrics
May 7, 2024RSUs865$135,061Vest upon earlier of 1-year anniversary or day before next annual meeting; RSUs may be deferred; directors meeting ownership guidelines receive RSUsNone – time-based vesting (no performance metrics for director awards)

Other Directorships & Interlocks

CategoryDetailEvidence
Public Company DirectorshipsAtkore Inc. (Director)
Compensation Committee InterlocksNone – no SITE executive served on another entity’s compensation committee with HR&C members; Isbell is not/was not an officer of SITE
Related Party TransactionsNone for FY2024 (company-wide disclosure)

Expertise & Qualifications

  • Human capital leadership and compensation governance expertise (Lexmark HR head) .
  • Deep finance and controllership background; CPA credential strengthens audit-quality oversight .
  • Recognized governance credentials (NACD Directorship 100; Board Leadership Fellow; Directorship Certified) .
  • Board skills matrix flags Human Resources and Finance expertise, aligned with SITE’s distribution/manufacturing footprint .

Equity Ownership

MetricAmountNotes
Total Beneficial Ownership (Shares)10,317As of March 14, 2025
Ownership Percentage<1%“*” indicates less than 1%
DSUs8,574Director DSUs outstanding
Director RSUs1,743Director RSUs outstanding
Shares Acquirable within 60 Days865Rights to acquire via RSU vesting by May 7, 2025
Director Ownership Guideline5× annual cash retainer; all directors in complianceDSUs count; unvested RSUs/PSUs do not count
Hedging/PledgingProhibited; none of directors/officers have pledged SITE stockCompany policy; disclosure of no pledges

Governance Assessment

  • Chair of HR & Compensation with 100% attendance, strong independence, and recognized governance credentials enhances compensation oversight quality .
  • FY2025 shareholder support signals robust confidence in governance: say‑on‑pay For 40,076,746 vs Against 367,532; board declassification approved overwhelmingly (For 40,441,436 vs Against 3,725) .
  • Alignment mechanisms: director equity ownership policy (5× cash retainer), anti‑hedging/anti‑pledging, and broad clawback framework strengthen investor alignment and risk controls .
  • No related party transactions in FY2024 and no compensation committee interlocks disclosed reduce conflict risk .
  • Watch items: mandatory retirement age 72 (Isbell 67) suggests eventual refresh planning; board declassification increases annual accountability without noted negative implications .

RED FLAGS: None disclosed specific to Jeri L. Isbell in SITE’s proxy/8‑K filings (no related party transactions, no pledging/hedging, full attendance, independence) .