Sherianne James
About Sherianne James
Independent director at Spectrum Brands since October 2018; age 56; currently Chief Marketing Officer at Heartland Dental (since January 2025). Formerly Chief Marketing Officer of Essilor of America (2017–2025) with prior senior roles at Transitions Optical, Russell Hobbs/Applica, and Kraft/Nabisco; B.S. in Chemical Engineering (University of Florida) and MBA (Kellogg, Northwestern). She is independent under NYSE rules, chaired the Nominating & Corporate Governance Committee (NCG), and served on the Compensation Committee in fiscal 2024; all directors, including Ms. James, attended 100% of Board and committee meetings in fiscal 2024.
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Essilor of America | Chief Marketing Officer; SVP Customer Engagement (from Mar 2020); VP Consumer Marketing (2016–2017) | Aug 2017–Jan 2025; VP role Jul 2016–2017 | Led consumer marketing and customer engagement for major optical brands |
| Transitions Optical (division of Essilor of America) | Vice President, Transitions Optical; earlier marketing/operations roles | Feb 2011–Jul 2016; VP Apr 2014–Jul 2016 | Senior P&L and brand stewardship |
| Russell Hobbs/Applica | Senior Marketing Manager | Jul 2005–Dec 2010 | Consumer products marketing; relevant to SPB’s categories |
| Kraft Foods / Kraft-Nabisco | Project/Research/Brand Manager roles | Jun 1995–Jun 2005 | Classic CPG brand management training |
External Roles
| Organization | Role | Tenure | Notes |
|---|---|---|---|
| Heartland Dental | Chief Marketing Officer | Jan 2025–present | Current full-time executive role outside SPB |
Board Governance
- Committee assignments (FY2024): Chair, Nominating & Corporate Governance (NCG); Member, Compensation Committee. Audit Committee membership comprises Patel (Chair), Campbell, Chow, and Rovit; Compensation comprises Polistina (Chair), James, Patel; NCG comprises James (Chair), Polistina, Rovit.
- Independence: Board determined Ms. James is independent under NYSE rules; all directors except the CEO are independent.
- Attendance: Board (4 meetings), Audit (4), Compensation (6), NCG (5) meetings in FY2024; all directors attended 100% of Board and committee meetings; all directors attended the 2024 annual meeting.
- Board structure: Lead Independent Director (Polistina) presides over executive sessions; committees are fully independent.
Fixed Compensation
- Program structure (non-employee directors): Annual cash retainer $105,000; annual RSU grant $125,000 grant date value; Committee chair retainers: Audit $20,000; Compensation $15,000; NCG $15,000. Directors may elect to receive cash retainers in stock; Lead Independent Director receives additional $40,000 cash and $20,000 equity.
Director compensation – Fiscal 2024 (Ms. James):
| Component | Amount ($) |
|---|---|
| Fees Earned or Paid in Cash (elected in stock) | 120,009 |
| Stock Awards (annual RSUs) | 124,976 |
| All Other Compensation (dividend equivalents) | 6,199 |
| Total | 251,184 |
Supporting award details:
- RSUs granted Nov 24, 2023: 1,887 RSUs (annual grant); cash retainer elected in stock resulted in an additional 1,812 RSUs; all such RSUs vested Oct 1, 2024.
- As of Sep 30, 2024, Ms. James held 3,699 outstanding unvested RSUs.
Performance Compensation
- Directors do not receive performance-conditioned equity; however, as a Compensation Committee member, Ms. James oversees company-wide performance plans. FY2024 Management Incentive Plan (MIP) metrics and outcomes (for executives) were: Adjusted EBITDA, Net Sales, and Adjusted Average Inventory Turns, equally weighted; payouts were above target based on achieved results.
FY2024 MIP metrics and results (executive plan oversight):
| Metric (Weight) | Threshold | Target | Maximum | Actual | Calculated Payout (% of Target) |
|---|---|---|---|---|---|
| Adjusted EBITDA (33.3%) | $258.28mm | $286.98mm | $307.07mm | $319.18mm | 200.00% |
| Adjusted Avg. Inventory Turns (33.3%) | 3.21 | 3.38 | 3.48 | 4.05 | 200.00% |
| Net Sales (33.3%) | $2,742.48mm | $2,886.82mm | $2,973.42mm | $2,963.88mm | 188.99% |
- FY2024 LTIP (executives) comprised 70% PSUs and 30% RSUs with three-year metrics: cumulative Adjusted EBITDA, cumulative Adjusted Free Cash Flow, and Adjusted Return on Average Equity; PSU payout range 0–125% at vest in Dec 2026.
Other Directorships & Interlocks
- The 2025 proxy does not disclose any other current public company directorships for Ms. James; her disclosed external role is an operating executive position (CMO) at Heartland Dental.
Expertise & Qualifications
- Skills matrix identifies Ms. James with strengths in: Business Operations; Consumer Products; Corporate Governance; Ethics/CSR; Executive Leadership; International Business; Marketing/Sales & Brand Management; Mergers & Acquisitions; Public Company Board & Executive Experience; Corporate Strategy & Business Development.
- Education: B.S., Chemical Engineering (University of Florida, 1994); MBA, Kellogg School of Management, Northwestern University (2002).
Equity Ownership
| Item | Detail |
|---|---|
| Beneficial Ownership (as of Jun 17, 2025) | 18,615 shares of SPB common stock. |
| Unvested RSUs (as of Sep 30, 2024) | 3,699 unvested RSUs. |
| Stock Ownership Guidelines | Directors must hold stock equal to 5x annual cash retainer within 5 years; 50% net-after-tax shares retained until guideline met; progress reviewed quarterly. Anti-hedging and anti-pledging policies in place. |
Governance Assessment
- Board effectiveness and engagement: Ms. James chaired NCG and served on Compensation during FY2024 with 100% attendance; committees are fully independent, and the Board holds executive sessions led by a Lead Independent Director—supporting robust oversight.
- Alignment and incentives: Ms. James elected to take her cash retainer in stock, increasing equity alignment; director pay mix includes annual RSUs and standard retainers; company maintains stringent stock ownership guidelines and prohibits hedging and pledging.
- Compensation governance signals: Strong shareholder support for say-on-pay at ~97% in 2024; independent compensation consultant (WTW); robust clawback policy aligned to Dodd-Frank and discretionary recoupment for misconduct or material misstatements.
- Conflicts and related-party exposure: The proxy reports no related-person transactions; directors are subject to a related-person transaction policy and independence review.
- Risk indicators: No attendance gaps; anti-hedging/pledging policies mitigate misalignment; Ms. James holds a full-time external executive role (CMO), but FY2024 attendance was 100%, reducing concern about overboarding/time commitments at SPB.
Overall, Ms. James brings deep consumer marketing and brand management expertise directly relevant to SPB’s categories, leads key governance processes as NCG Chair, and participates in compensation oversight using clearly defined performance metrics, with no disclosed conflicts or related-party risks.