Ricky Puckett
SPX TechnologiesAbout Ricky D. Puckett
Independent director of SPX Technologies since 2015; age 71. Former EVP, CFO, Treasurer and Chief Administrative Officer at Snyder’s‑Lance; earlier CFO roles at Lance, Inc. and United Natural Foods. Holds a BA in Accounting and an MBA from the University of Kentucky; Certified Public Accountant (NJ). Core credentials: public company CFO, audit committee financial expert, compensation governance leader, M&A, HR/comp management, and oversight of IT/cybersecurity risks .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Snyder’s‑Lance, Inc. | EVP, CFO & Treasurer; later CAO (HR & Legal oversight) | 2010–2017 | Led finance and administration through merger period; broad governance remit |
| Lance, Inc. | EVP, CFO & Treasurer | 2006–2010 | Pre-merger CFO leadership |
| United Natural Foods, Inc. | EVP, CFO, Secretary & Treasurer; earlier SVP, CFO & Treasurer | 2003–2006 | Public company CFO; capital markets, controls |
| Earlier career | Finance executive | — | Public company finance; investor relations; commodity risk management |
External Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| WhiteHorse Finance, Inc. | Director; Audit Committee Chair | Current | Audit chair leadership; financial oversight |
| Driven Brands Inc. | Director; Audit Committee Chair | Current | Audit chair leadership; controls and reporting |
| NC Blumenthal Performing Arts Center; Wake Forest Graduate School (Charlotte) | Director/Board member | Prior service | Nonprofit governance |
Board Governance
- Committee assignments and chair roles (2024): Compensation Committee Chair; Audit Committee member; Audit Committee financial expert (SEC-designated) . Independence: Board determined Mr. Puckett is independent under NYSE and company standards .
- Attendance and engagement: Board met 6 times in 2024; Audit (5), Compensation (5), Governance & Sustainability (4). All directors attended at least 75% of Board and committee meetings during their service in 2024, and all attended the 2024 annual meeting .
- Governance practices he oversees as Comp Chair include independent consultant use (Meridian), double-trigger CIC, no hedging/pledging, and strong clawbacks for executives; say‑on‑pay support ~97% in 2024 (avg >93% since 2016) signaling investor confidence in program oversight .
- Workload/overboarding check: SPX guidelines cap non‑management directors at ≤4 public boards and committee chairs at ≤3. With SPX Comp Chair and two external Audit Chair roles, he sits at the chair limit (not over) .
Fixed Compensation (Director)
| Component | Amount | Notes |
|---|---|---|
| Annual cash retainer | $90,000 | Paid quarterly, pro‑rated if partial service |
| Committee chair fee – Compensation | $15,000 | For service as Comp Chair |
| Total cash fees (2024 actual) | $105,000 | Retainer + chair fee |
| Other benefits | Matching gifts up to $10,000/year; travel reimbursements | 2024 matching gift for Puckett: $10,000 |
| 2024 Total director compensation | $255,119 | Fees $105,000; Stock awards $140,119; Other $10,000 |
Performance Compensation (Director Equity)
| Grant date | Instrument | Shares/Units | Grant-date fair value | Vesting | Notes |
|---|---|---|---|---|---|
| May 14, 2024 | RSUs | 998 | $140,119 | Vests day before next annual meeting | Annual equity under 2019 Stock Plan; no dividends; optional deferral to 6 months post‑service |
| May 13, 2025 | RSUs (Form 4) | 892 | n/a | Director annual grant | Reported on Form 4; post‑award holdings 40,593 shares |
Notes: Director RSUs are time‑based (not performance‑based); no stock options or PSUs are granted to non‑employee directors .
Other Directorships & Interlocks
| Company | Sector/Relation to SPX | Interlock/Conflict Considerations |
|---|---|---|
| WhiteHorse Finance, Inc. | BDC; financial services | No supplier/customer overlap disclosed; serves as Audit Chair |
| Driven Brands Inc. | Automotive services | No supplier/customer overlap disclosed; serves as Audit Chair |
Related‑party safeguards: Audit Committee must pre‑approve any related‑party transactions; reviews fairness, alternatives, and conflicts. Board policy also limits corporate charitable contributions linked to directors; past 3 fiscal years, contributions did not exceed the greater of $1M or 2% of the charity’s gross revenues .
Expertise & Qualifications
- Financial expert: SEC “audit committee financial expert”; CPA; ex‑public company CFO (Snyder’s‑Lance, Lance, UNFI) .
- Compensation governance: Chairs SPX Compensation Committee; experienced in HR/comp management and organizational development .
- Strategy/M&A and risk: M&A, strategic planning and analysis; commodity risk; IT oversight and cybersecurity risk experience .
- Investor alignment policies he operates under: No hedging or pledging; robust clawbacks for executive incentives; stock ownership guidelines .
Equity Ownership
| As of | Beneficially owned shares | Right to acquire within 60 days (options/settling units) | Vested deferred stock units | Total ownership | % of class |
|---|---|---|---|---|---|
| Mar 17, 2025 | 27,166 | 998 | 12,535 | 39,701 | <1% |
Ownership alignment: Directors must hold ≥5x annual retainer within 5 years; all directors, including Mr. Puckett, were in compliance as of Mar 17, 2025 . Company policy prohibits hedging and prohibits pledging of SPX securities by directors, reducing alignment risk .
Insider Trades (Form 4)
| Filing date | Transaction date | Type | Shares | Price | Post‑transaction holdings | Source |
|---|---|---|---|---|---|---|
| 2025‑05‑30 | 2025‑05‑29 | Sale | 6,823 | $153.01 | 33,770 | https://www.sec.gov/Archives/edgar/data/88205/000141588925014987/0001415889-25-014987-index.htm |
| 2025‑05‑15 | 2025‑05‑13 | Award (RSUs/common) | 892 | $0.00 | 40,593 | https://www.sec.gov/Archives/edgar/data/88205/000141588925013110/0001415889-25-013110-index.htm |
| 2024‑05‑16 | 2024‑05‑14 | Award (RSUs/common) | 998 | $0.00 | 39,701 | https://www.sec.gov/Archives/edgar/data/88205/000141588924013325/0001415889-24-013325-index.htm |
| 2023‑05‑11 | 2023‑05‑09 | Award (RSUs/common) | 1,770 | $0.00 | 38,703 | https://www.sec.gov/Archives/edgar/data/88205/000141588923007811/0001415889-23-007811-index.htm |
Notes: Awards reflect annual director equity grants; the 2025 open‑market sale reduced holdings but remains within ownership guideline compliance per proxy as of record date .
Governance Assessment
- Strengths supporting investor confidence:
- Independence confirmed; serves as Compensation Chair and Audit member with SEC “financial expert” designation .
- High shareholder support for executive pay (97% in 2024; long‑term average >93%), reflecting confidence in compensation oversight led by the committee he chairs .
- Strong alignment policies: 5x retainer ownership guideline (in compliance), no hedging/pledging, and robust clawbacks (executives) .
- Attendance commitment: Board/committee attendance ≥75% and participation in annual meeting .
- Potential watch‑items/RED FLAGS:
- Committee chair load: At the internal limit of three public company committee chair roles when including SPX and two external audit chair positions—monitor workload and bandwidth, though currently within policy .
- Insider selling: 6,823 shares sold in May 2025; single sale does not imply a trend but warrants ongoing monitoring for pattern analysis .
- Related‑party exposure: No specific related‑party transactions disclosed; Audit Committee policy and charitable contribution limits mitigate risk, but continue to review annual disclosures .
Overall: Profile fits a financially sophisticated, independent director with deep CFO and audit expertise, leading compensation oversight with strong shareholder backing. Current equity ownership and company policies support alignment; governance risk is modest, with attention on committee chair bandwidth and routine monitoring of insider trading activity .