Judy Sansone
SiteOne Landscape SupplyAbout Judy Sansone
Judith (Judy) Sansone, age 64, joined SiteOne’s Board in May 2024 and is classified as an independent director under NYSE standards. She is a former Executive Vice President and Chief Commercial Officer at Sysco (2020–2023), previously spent over 40 years at CVS Health culminating as SVP, Front Store Business & Chief Merchant (2011–2020), briefly owned the consultancy Consultgenix (2020), and currently serves as an Advisor to Sysco. She holds an associate degree from Holyoke Community College; her marketing, merchandising, and ecommerce background is the core of her board-relevant credentials .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Sysco Corporation | Executive Vice President & Chief Commercial Officer | Oct 2020 – Oct 2023 | Led commercial strategy and growth, merchandising, digital development |
| Sysco Corporation | Advisor | Current | Advisory capacity post-2023 |
| Consultgenix, LLC | Owner | May 2020 – Oct 2020 | Business consultancy |
| CVS Health Corporation | SVP, Front Store Business & Chief Merchant | Sep 2011 – May 2020 | B2B/B2C marketing, merchandising, ecommerce leadership |
External Roles
| Organization | Role | Public Company Board? | Notes |
|---|---|---|---|
| Sysco Corporation | Advisor | No | Advisory role only; no SITE-disclosed public board service |
Board Governance
- Independence: The Board determined Sansone is independent; 7 of 8 directors are independent .
- Committee assignments: None at this time (not a member of Audit, HR & Compensation, or Nominating & Governance) .
- Attendance: Board met 4 times in FY2024; all current directors attended all board and assigned committee meetings (Sansone had 100% board attendance; no committee assignments) .
- Executive sessions: Independent directors met in executive session at each quarterly Board meeting; Lead Director presides and liaises with the Chair/CEO .
- Board structure: SITE is declassifying its board over three years subject to shareholder approval; majority removal w/o cause applies once fully declassified by 2028 .
- Lead Independent Director role: Lead Director has defined responsibilities (agenda approvals, executive session chair, liaison to CEO) .
Fixed Compensation
| Component | Amount/Policy | FY2024 Detail for Sansone |
|---|---|---|
| Board Annual Cash Retainer | $85,000 cash; payable quarterly; director may elect DSUs or vested RSUs for retainer in lieu of cash | Fees earned $55,343 (partial-year since May 2024) |
| Committee Chair Fees | Audit $32,500; HR&Comp $27,500; Nominating $22,500 | Not applicable (no committee roles) |
| Committee Member Fees | Audit $12,500; HR&Comp $10,000; Nominating $7,500 | Not applicable |
| Equity – Annual Grant | $135,000 grant-date fair value; DSUs if below ownership threshold; RSUs if in compliance; vests at earlier of 1-year or day before next AGM | Stock award $135,061 (865 DSUs granted May 7, 2024) |
| Total FY2024 Director Compensation | Cash + Equity | $190,404 total for Sansone |
Non-Employee Director Stock Ownership Policy: 5x annual cash retainer; directors must retain 100% of after-tax shares from director awards until threshold achieved; DSUs count toward ownership and settle after service or change of control; as of the proxy, all non-employee directors are in compliance .
Performance Compensation
SITE’s director pay is not performance-based (DSUs/RSUs vest with service). For pay-for-performance governance, the company’s executive incentive design Sansone oversees as a Board member includes:
| Metric | Threshold | Target | Maximum | Actual FY2024 | Payout vs Target |
|---|---|---|---|---|---|
| Adjusted EBITDA (Short-Term Incentive; 70% weight) | $429m (post-acq adj) | $480m (post-acq adj) | $620m | $376.6m | 0% (below threshold) |
| Customer Performance (NPS, Retention, Per-Customer Value; 5% total) | NPS: 78; Retention: 1.25; PCV: 1.25 | NPS: 83; Retention: 1.75; PCV: 1.75 | NPS: 88; Retention: 2.25; PCV: 2.25 | NPS: 85.2; Retention: 1.20; PCV: 1.12 | Combined 41% of target |
| Organic Daily Sales Growth (5% weight) | 0% | 5% | 7% | (1)% | 0% |
| Individual Strategic Goals (20% weight) | Committee-determined | Committee-determined | Capped 150% | Various per NEO | Contributed to 20–26% total payouts |
| PSUs – EBTA Growth vs Peer (3-yr) + ROIC | EBTA: 25th=50%; 50th=100%; 75th=200% | ROIC modifier: <12%=-20%; 12–20%=0%; >20%=+20% | Payout capped at 200% | 2021–2023 cycle: EBTA CAGR 33% (46.5th percentile) and avg ROIC 23.1% | 111.6% payout certified May 6, 2024 |
FY2024 NEO bonus outcomes: payouts ranged 20–26% of target due to misses on EBITDA and organic sales, partially offset by customer and strategic metrics .
Other Directorships & Interlocks
| Company | Role | Committee Roles | Interlock/Conflict Notes |
|---|---|---|---|
| None disclosed | — | — | No public company directorships disclosed for Sansone |
Human Resources & Compensation Committee Interlocks: No insider participation; members (Dunbar, Diaz, Isbell) are independent and no cross-board executive interlocks with SITE executives .
Expertise & Qualifications
- Deep B2B/B2C marketing, merchandising, ecommerce leadership from Sysco and CVS; relevant to SITE’s wholesale distribution and digital go-to-market .
- Retail, marketing/branding, eCommerce/technology skills reflected in Board skills matrix for Sansone .
- Education: associate degree, Holyoke Community College .
Equity Ownership
| Item | Detail |
|---|---|
| Beneficial Ownership (March 14, 2025) | 865 shares (DSUs) |
| Percent of Shares Outstanding | Less than one percent |
| Vested vs Unvested | DSUs vest upon earlier of one year or pre-next director election; settlement after service or change-in-control |
| Pledging/Hedging | Prohibited; none of directors or officers have pledged SiteOne stock |
| Ownership Policy Compliance | All non-employee directors comply with 5x retainer guideline |
Governance Assessment
-
Alignment and independence: Sansone is independent, complies with anti-hedging/pledging and stringent stock ownership guidelines, and had 100% board attendance—supportive of investor confidence .
-
Board effectiveness: Not currently on any committees, limiting direct influence over audit/compensation/nominating processes; her skills add value in marketing, retail, and ecommerce relevant to SITE’s distribution and digital initiatives .
-
Compensation oversight signals: Company’s exec pay uses balanced performance metrics (Adjusted EBITDA, customer KPIs, organic growth, EBTA vs peers, ROIC), paid down materially in 2024 after misses, and PSU payout at 111.6% for 2021–2023—evidence of pay-for-performance discipline .
-
Shareholder sentiment: “Say-on-pay” approval exceeded 93% in 2024, indicating broad support for compensation governance .
-
Conflicts/related parties: No related person transactions in FY2024; formal conflicts policy with mandatory Board/committee review .
-
RED FLAGS
- None disclosed for Sansone: no related-party transactions, no pledging/hedging, full attendance; note that absence from committees reduces direct governance leverage but is not a governance violation .