Hugh Rovit
Spectrum Brands HoldingsAbout Hugh Rovit
Hugh R. Rovit, age 64, has served as an Independent Director of Spectrum Brands Holdings since July 2018. He is currently CEO of Pegasus Home Fashions and serves on SPB’s Audit Committee and Nominating & Corporate Governance (NCG) Committee; the Board has determined he is independent under NYSE rules and he is designated an audit committee financial expert . Rovit holds a B.A. from Dartmouth College and an MBA from Harvard Business School .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| MISSION | Chief Executive Officer | May 2022–Oct 2023 | Led cooling and heat‑relief consumer products |
| S’well, Inc. | Chief Executive Officer | Feb 2020–Mar 2022 | Led reusable bottles business through sale |
| Ellery Homestyles | Chief Executive Officer | May 2013–Sep 2018 | Led home fashion supplier to sale |
| Sure Fit, Inc. | Chief Executive Officer | 2006–Dec 2012 | Led home furnishings marketer through sale |
| Masson & Company | Principal (turnaround mgmt) | 2001–2005 | Turnaround and restructuring work |
| Best Manufacturing Inc. | Chief Financial Officer | 1998–2001 | CFO for institutional apparel/textiles |
| Royce Hosiery Mills Inc. | Chief Financial Officer | 1991–1998 | CFO for hosiery manufacturer |
External Roles
| Organization | Role | Tenure/Status | Committees/Notes |
|---|---|---|---|
| Pegasus Home Fashions | Chief Executive Officer | Current | Manufacturer of pillows/utility bedding |
| GSC Technologies, Inc. | Director | Current | Board service |
| PlayPower Inc.; Nellson Nutraceuticals, Inc.; Kid Brands Inc.; Atkins Nutritional, Inc.; Oneida, Ltd.; Cosmetic Essence, Inc.; Xpress Retail; Twin Star International | Director (prior) | Prior service | Various boards (mix of private/public) |
Board Governance
- Committee assignments: Audit Committee member; NCG Committee member; qualifies as an audit committee financial expert .
- Independence: Board affirmed independence for Rovit under NYSE Section 303A.02 .
- Attendance: In Fiscal 2024, the Board met 4x, Audit 4x, Compensation 6x, NCG 5x; all directors attended 100% of meetings for committees on which they served .
- Executive sessions: Held at each Board and committee meeting; presided by lead independent director and committee chairs .
- Shareholder sentiment: 2025 Say‑on‑Pay approval 97.91%; director elections approval for Rovit 97.26% .
| Committee | Role | Chair/Member | Financial Expert |
|---|---|---|---|
| Audit | Member | Member | Yes |
| Nominating & Corporate Governance | Member | Member | N/A |
Fixed Compensation
Program terms (Fiscal 2024): Annual director cash retainer $105,000; annual RSU grant $125,000 grant‑date value; committee chair retainers: Audit $20,000, Compensation $15,000, NCG $15,000; Lead Independent Director additional $40,000 cash and $20,000 equity; directors may elect to receive cash in stock .
| Metric | Fiscal 2023 | Fiscal 2024 |
|---|---|---|
| Fees Earned or Paid in Cash (USD) | $0 | $105,041 |
| Stock Awards – grant date fair value (USD) | $229,976 | $124,976 |
| All Other Compensation (USD) | $2,830 | $5,819 |
| Total Director Compensation (USD) | $232,806 | $235,836 |
Compensation structure note: In 2024, Rovit shifted part of his compensation mix toward cash versus 2023, when he elected stock in lieu of cash (no cash fees in 2023) .
Performance Compensation
Spectrum Brands does not use performance‑based equity for non‑employee directors; equity is time‑based RSUs vesting after one year. Detailed grant data:
| Equity Award Detail | Fiscal 2024 |
|---|---|
| Annual RSU grant (grant date) | 1,887 RSUs on Nov 24, 2023; vested Oct 1, 2024 |
| Cash retainer elected into stock | 1,586 RSUs on Nov 24, 2023; vested Oct 1, 2024 |
| Dividend equivalents paid (USD) | $5,819 on vested RSUs (not included in grant‑date value) |
Other Directorships & Interlocks
| Company | Relationship to SPB | Potential Interlock/Conflict |
|---|---|---|
| Pegasus Home Fashions | No disclosed SPB relationship | None disclosed under Item 404 |
| GSC Technologies, Inc. | No disclosed SPB relationship | None disclosed under Item 404 |
SPB’s proxy discloses “Transactions with Related Persons: None,” and a related‑party policy requiring Audit Committee review; independence affirmed for Rovit .
Expertise & Qualifications
- Finance and audit proficiency; designated audit committee financial expert .
- Extensive consumer products leadership, operations, brand/marketing, M&A and corporate strategy experience across public/private companies .
Equity Ownership
| Ownership Metric | As of |
|---|---|
| Shares beneficially owned | 45,784 (less than 1%) as of June 17, 2025 |
| Unvested RSUs outstanding (director cohort reference) | 3,473 unvested RSUs as of Sept 30, 2024 for Rovit |
| Pledging/Hedging | Company prohibits pledging and hedging by directors (anti‑pledging and anti‑hedging policies) |
| Ownership guidelines | Directors must hold stock equal to 5x cash retainer within 5 years; monitored quarterly |
Governance Assessment
- Strengths: Independent director with audit financial expert designation and 100% attendance; robust anti‑hedging/pledging and clawback frameworks; high Say‑on‑Pay support (97.91%) signaling investor confidence in compensation governance .
- Alignment: Receives annual RSUs and elected part of cash retainer in stock, supporting alignment; subject to 5x retainer ownership guideline .
- Conflicts: No related‑party transactions disclosed; independence affirmed .
- Watch items: Year‑over‑year shift from all‑stock (2023) to mixed cash/equity (2024) modestly increases guaranteed cash component; continue to monitor compliance with ownership guidelines and any future business interactions of Pegasus/GSC with SPB’s ecosystem .