Patrick McClymont
About Patrick S. McClymont
Independent director of Standard Motor Products (SMP) since February 2017; age 55. Currently Chief Financial Officer of Hagerty, Inc. (since September 2022); prior roles include CFO of Orchard Technologies (June 2021–September 2022), EVP/CFO of IMAX Corporation (2016–May 2021), EVP/CFO of Sotheby’s, and Partner/Managing Director at Goldman Sachs (Investment Banking). Education: MBA, Tuck School at Dartmouth; BS (with distinction), Cornell University .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| IMAX Corporation | Executive Vice President & Chief Financial Officer | 2016 – May 2021 | Led finance, investor relations; global strategy and risk management . |
| Sotheby’s | Executive Vice President & Chief Financial Officer | Not disclosed | Oversight of accounting, finance, treasury; corporate strategy . |
| Goldman Sachs & Co. | Partner & Managing Director, Investment Banking Division | Not disclosed | Investment banking leadership; securities, risk management expertise . |
External Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Hagerty, Inc. | Chief Financial Officer | Sep 2022 – Present | Finance leadership; investor relations, operations, risk management . |
| Orchard Technologies, Inc. | Chief Financial Officer | Jun 2021 – Sep 2022 | Corporate finance oversight . |
Board Governance
- Committee assignments: Audit Committee (Member, designated “audit committee financial expert”); Compensation and Management Development Committee (Member); Nominating and Corporate Governance Committee (Member); Strategic Planning Committee (Co‑Chair) .
- Independence: Board affirms all directors except the CEO (Eric P. Sills) and COO (James J. Burke) are independent; McClymont is independent under NYSE/SEC rules .
- Board/committee attendance: SMP held 13 Board meetings in 2024; all directors attended at least 75% of Board and committee meetings; all directors attended the 2024 Annual Meeting .
- Executive sessions: Independent directors meet in executive session at each Board meeting; Presiding Independent Director (Alisa C. Norris) chairs .
- Lead independent governance: Presiding Independent Director role held by Alisa C. Norris .
Fixed Compensation
| Year | Cash Retainer ($) | Chair/Co-Chair Fees ($) | Equity Awards ($) | Unvested RSAs (shares) | Total ($) |
|---|---|---|---|---|---|
| 2023 | 105,000 | 15,000 (Strategic Planning Co‑Chair) | 96,630 | 1,000 | 201,630 |
| 2024 | 105,000 | 15,000 (Strategic Planning Co‑Chair) | 92,160 | 1,000 | 197,160 |
| 2025 program change (effective at 2025 AGM) | 95,000 (cash retainer) | Chair/Co‑Chair fees unchanged | Annual restricted stock award valued at 125,000 (replaces 65,000 equity retainer + 1,000 RS) | Vests at 1 year/next AGM (~50+ weeks) | Cap: cash+equity ≤ 700,000 per director/year |
Notes:
- Director restricted stock generally vests on the earlier of one year from grant or next AGM (≥50 weeks), accelerates on death/disability/change of control .
- No director option awards outstanding at 12/31/2024 .
Performance Compensation
SMP does not disclose performance-based pay for non-employee directors; however, committees overseen by McClymont administer executive performance pay frameworks.
| Program | Metric | Weight | Period | Notes |
|---|---|---|---|---|
| Short-term (2024) | Adjusted EPS (YoY improvement) | 75% | Annual | Capped at 200% of target; carryforward subject to forfeiture . |
| Short-term (2024) | Adjusted Free Cash Flow Conversion | 25% | Annual | Operating cash flow as % of net income (adjusted) . |
| Long-term PSUs (2024 grants) | Return on Invested Capital (average) | 67% | 3-year | Earnout 0–200% of target . |
| Long-term PSUs (2024 grants) | Organic Sales Growth (average YoY) | 33% | 3-year | Earnout 0–200% of target . |
Other Directorships & Interlocks
- Other public company directorships: None disclosed in SMP proxy for McClymont .
- Executive role at Hagerty, Inc. (public company) as CFO; no SMP related-party transactions disclosed involving McClymont/Hagerty .
- Strategic Planning Committee Co‑Chair (SMP) alongside Alejandro C. Capparelli .
Expertise & Qualifications
- Designated SEC “audit committee financial expert” (with Pamela Forbes Lieberman and Dr. Pamela S. Puryear) .
- Deep finance, investment banking, corporate strategy, securities, and risk management expertise; global operations and investor relations experience .
Equity Ownership
| As-of Date | Beneficial Ownership (shares) | % of Shares Outstanding | Unvested RSAs | Options Outstanding |
|---|---|---|---|---|
| Apr 5, 2024 | 20,334 | <1% | 1,000 | 0 |
| Apr 4, 2025 | 23,368 | <1% | 1,000 (as of 12/31/2024) | 0 (as of 12/31/2024) |
Additional alignment policies:
- Company prohibits director and employee hedging and pledging of SMP stock .
- Stock Ownership Guidelines apply to independent directors and executives (with post-vesting holding periods) .
Governance Assessment
- Strengths: Independent director; audit committee financial expert; broad finance and risk management pedigree; active across Audit/Compensation/Governance committees and co‑chairs Strategic Planning; Board maintains strong governance (executive sessions; clawback policy; anti‑repricing; no poison pill) .
- Attendance and engagement: Board met 13 times in 2024; all directors ≥75% attendance and present at AGM, indicating engagement .
- Compensation alignment signals: Director pay structure modernized in 2025 (simplified single RS award, modest cash retainer increase; director annual cap $700k); executive program shifts to ROIC/organic growth and cash conversion support long-term value .
- Conflicts/related party: No related‑party transactions disclosed involving McClymont; SMP policy requires committee review and approval of any such transactions .
- Shareholder support: 2025 say‑on‑pay passed (17,188,309 For vs 753,821 Against; 39,479 Abstain); all eight directors, including McClymont, elected with strong support .
- Risk indicators: Company prohibits hedging/pledging; Plan forbids option/SAR repricing; robust clawback aligned with NYSE Rule 10D‑1 .
Supporting Data
Board & Committee Composition (current)
| Committee | Members | Chair/Co‑Chair |
|---|---|---|
| Audit | Pamela F. Lieberman; Joseph W. McDonnell; Alejandro C. Capparelli; Alisa C. Norris; Patrick S. McClymont; Pamela S. Puryear | Chair: Pamela F. Lieberman |
| Compensation & Mgmt Development | Alisa C. Norris; Alejandro C. Capparelli; Pamela F. Lieberman; Patrick S. McClymont; Joseph W. McDonnell; Pamela S. Puryear | Chair: Pamela S. Puryear |
| Nominating & Corporate Governance | Alisa C. Norris; Alejandro C. Capparelli; Pamela F. Lieberman; Patrick S. McClymont; Joseph W. McDonnell; Pamela S. Puryear | Chair: Joseph W. McDonnell |
| Strategic Planning | Alisa C. Norris; Alejandro C. Capparelli; Pamela F. Lieberman; Patrick S. McClymont; Joseph W. McDonnell; Pamela S. Puryear | Co‑Chairs: McClymont & Capparelli |
Director Awards & Vesting Terms
| Item | Terms |
|---|---|
| Annual non‑employee director award (2025 plan) | Restricted stock equal in value to $125,000; vests on earlier of 1‑year anniversary or next AGM ≥50 weeks; accelerates on death/disability/change of control; total cash+equity cap $700,000/year . |
Say‑on‑Pay & Director Election (2025 AGM)
| Proposal | For | Against | Abstain | Broker Non‑Votes |
|---|---|---|---|---|
| Elect Patrick S. McClymont | 17,593,621 | 387,988 | — | 2,868,503 |
| Say‑on‑Pay | 17,188,309 | 753,821 | 39,479 | 2,868,503 |
Governance Policies
- Clawback: Recovery of incentive compensation upon accounting restatement (3‑year lookback), per NYSE Rule 10D‑1 .
- Anti‑hedging/pledging for directors/employees .
- No poison pill; would seek shareholder approval if ever adopted .
- No option/SAR repricing without shareholder approval .
Director Compensation Details
| Component (2024) | Amount |
|---|---|
| Cash retainer | $90,000 |
| Strategic Planning Co‑Chair fee | $15,000 |
| Equity retainer (common stock) | $65,000 (legacy program) |
| RS grant | 1,000 shares (grant-date $27.16/sh; $27,160 total) |
Ownership & Outstanding Awards (as reported)
- Beneficial ownership: 23,368 shares (as of 4/4/2025); <1% of shares outstanding .
- Unvested director RSAs at 12/31/2024: 1,000 shares .
- No options outstanding at 12/31/2024 for directors .
Compensation Peer Group (for executive benchmarking oversight)
| Year | Peer Companies |
|---|---|
| 2025 | Astec Industries; Atmus Filtration Technologies; Barnes Group; Columbus McKinnon; Cooper‑Standard; CTS; Dorman Products; Enpro; Fox Factory Holding; Gentherm; Helios Technologies; Kimball Electronics; Methode Electronics; Motorcar Parts of America; Park‑Ohio Holdings; The Shyft Group; Stoneridge; VSE Corporation . |
| 2024 | Cooper‑Standard; CTS; Distribution Solutions Group; Dorman Products; EnPro Industries; Gentherm; Methode Electronics; Modine; Stoneridge; The Shyft Group . |
RED FLAGS and Watchpoints
- None disclosed for McClymont in related‑party transactions; Company policy requires committee approval for any related person transactions exceeding $120,000 .
- Attendance: only aggregate disclosure (≥75%)—continue to monitor individual attendance in future proxies .
- Dual role considerations: external CFO role at Hagerty with continued SMP board service—no conflicts disclosed; maintain watch on any transactional ties .
Notes on Data Availability
- Insider Form 4 transaction detail for McClymont is not disclosed in SMP’s proxy/8‑K materials reviewed; no related‑party transactions involving him were reported .
- If needed, we can retrieve current Form 4 activity and option/RSU status via insider filings monitoring upon request.