Chey D. Becker-Varto
About Chey D. Becker‑Varto
Senior Vice President and Chief Commercial Officer at Strattec Security Corporation (Nasdaq: STRT), appointed effective November 11, 2024, with 25+ years in automotive spanning finance, purchasing, sales, and global leadership roles. Education includes a Master of Science in Information Management & Communications (Walsh College) and a dual B.S. in International Business & Spanish (Central Michigan University), with study abroad in Mexico . Company performance during FY2025: net sales rose ~5% to $565M, EBITDA increased to $37.5M (+9.3%), and cash flow from operations climbed to $71.7M from $12.2M; STRT’s stock returned ~149% in FY2025 (95th percentile in the Russell 2000) .
Past Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| Vayan Group | Chief Commercial Officer | Not disclosed | Doubled sales pipeline; implemented advanced CRM; modernized revenue operations |
| Clarios | Leadership roles (Global OE & Products; procurement/operations) | Not disclosed | Drove growth, enhanced procurement strategies, optimized organizational processes |
| JD Norman Industries | Leadership roles | Not disclosed | Operations/procurement leadership; organizational optimization |
| GST AutoLeather | Leadership roles | Not disclosed | Growth and procurement strategy leadership |
| Lear Corporation | Early career | Not disclosed | Foundation in automotive supply chain and sales |
External Roles
No public company board roles or formal external directorships disclosed for Becker‑Varto in the proxy .
Fixed Compensation
Not disclosed in FY2025 proxy (Becker‑Varto is not a named executive officer in the NEO tables) .
Performance Compensation
Short‑Term Incentive Plan (Company Design and FY2025 Outcomes)
| Metric | Weighting | Threshold ($MM) | Target ($MM) | Maximum ($MM) | FY2025 Actual ($MM) | Payout vs Target |
|---|---|---|---|---|---|---|
| EBITDA | 50% | 20.6 | 22.9 | 34.3 | 41.6 | 200% |
| Cash Flow from Operations | 50% | 38.7 | 51.7 | 64.6 | 71.6 | 200% |
Notes:
- FY2025 STIP was 100% objective financial metrics (no subjective component), applied to NEOs and “substantially all U.S. employees” . Individual target/payout details for Becker‑Varto were not disclosed .
Long‑Term Incentives (2024 Equity Incentive Plan)
| Feature | Details |
|---|---|
| Plan architecture | Mix of time‑based Restricted Stock Awards (RSAs) and Performance Stock Units (PSUs) under the 2024 Equity Incentive Plan . STRT does not grant stock options or option‑like instruments . |
| PSU metric & cycle | Three‑year PSU cycle measuring EBITDA margin; target requires +100 bps YoY margin improvement in years 2 and 3; vesting range 50–200% of target for 80–120% of target achievement . |
| FY2025 actual & FY2026 target | EBITDA margin achieved 6.6% in FY2025; FY2026 target set at 7.6% (prior year actual +100 bps) . |
| Acceleration & forfeiture | RSAs: double‑trigger acceleration—if involuntary termination without cause or for good reason within 3 months pre‑ to 24 months post‑change‑of‑control, all unvested RSAs vest; death/disability/retirement also trigger full vesting; unvested RSAs otherwise forfeited upon termination . PSUs: vest at target upon termination by company without cause or by participant for good reason; death/disability vest at target; forfeiture if termination otherwise; settlement in shares or cash within 30 days of determination/vesting . |
| Transfer restrictions | RSAs and PSUs are non‑transferable prior to vesting, except by will/descent . |
Equity Ownership & Alignment
| Item | Detail |
|---|---|
| Most recent insider transaction | Form 4 filed August 26, 2025 reporting an award of 1,704 shares of restricted stock on August 22, 2025; vest pro‑rata over three years on grant anniversaries (per Form 4 explanation) . |
| Ownership as % of shares outstanding | ~0.041% (1,704 / 4,160,284 shares outstanding as of Aug 15, 2025) . |
| Vested vs unvested | Award vests in three equal annual tranches from Aug 22, 2026–Aug 22, 2028; rounding rules per RSA agreement apply . |
| Options | Company does not grant stock options; none disclosed for Becker‑Varto . |
| Hedging/pledging policy | Executives are prohibited from hedging STRT stock, short sales, maintaining margin accounts with STRT securities, and pledging STRT securities; all trades must be pre‑cleared . |
| Ownership guidelines | Stock ownership guidelines disclosed for NEOs (CEO 5× base salary; other NEOs 2×); Becker‑Varto’s guideline status not disclosed . |
| Related party transactions | None in FY2025 per proxy . |
Employment Terms
| Term | Disclosure |
|---|---|
| Role and start | Appointed Chief Commercial Officer effective November 11, 2024 . |
| Contract & severance | Specific employment agreement terms for Becker‑Varto are not disclosed; award agreements incorporate employment agreement definitions for Cause/Good Reason and govern vesting on termination . |
| Non‑compete / non‑solicit | Not disclosed for Becker‑Varto; proxy summarizes non‑compete for NEO employment agreements only . |
| Change‑of‑control economics | RSAs accelerate with double trigger around change‑of‑control (3 months before to 24 months after) upon qualifying termination; PSUs vest at target upon qualifying termination; standard death/disability accelerations apply . |
| Clawback | Excess Incentive Compensation Recovery (clawback) policy covering incentive comp linked to financial reporting measures; recovery methods include reimbursement, cancellation, and offsets . |
| Anti‑hedging/pledging | Hedging, shorting, margin accounts, and pledging prohibited; transactions must be pre‑cleared . |
Performance & Track Record
Company Operating and Capital Metrics
| Metric | FY2023 | FY2024 | FY2025 |
|---|---|---|---|
| Net Income ($USD Millions) | -$6.67 | $16.31 | $18.69 |
| Cumulative TSR (Indexed to $100 at 7/1/2022) | $54.97 | $75.76 | $184.91 |
| Metric | FY2024 | FY2025 |
|---|---|---|
| Net Sales ($USD Millions) | $538 | $565 |
| EBITDA ($USD Millions) | $34.4 | $37.5 |
| Cash Flow from Operations ($USD Millions) | $12.2 | $71.7 |
Stock performance during FY2025: STRT increased by ~149% vs ~14% for S&P 500; ranked ~95th percentile in the Russell 2000 .
Compensation Committee Analysis
- Independent consultant: Pay Governance engaged in FY2025 to redesign compensation, set peer group, and advise on structure and guidelines .
- Peer group (for benchmarking): Allient, Commercial Vehicle Group, Douglas Dynamics, FreightCar America, Gorman‑Rupp, Holley, Hurco, L.B. Foster, Manitex, Mayville Engineering, Methode Electronics, Miller Industries, Motorcar Parts of America, NN Inc., Powell Industries, Power Solutions International, Stoneridge, Twin Disc, Vishay Precision Group .
- Say‑on‑Pay: 78% approval at 2024 Annual Meeting; annual advisory vote cadence .
Risk Indicators & Red Flags
- Hedging/pledging prohibited; strong pre‑clearance trading controls—positive alignment and reduced misalignment risk .
- No related party transactions in FY2025—lower governance risk .
- No stock options or option repricing—reduces repricing/red flag risk .
- Clawback policy aligned with SEC/Nasdaq—enhanced accountability for financial reporting restatements .
- Section 16 compliance: Proxy indicates no late filings by directors/officers in FY2025 .
Performance Compensation — Award Detail for Becker‑Varto
| Award Type | Grant Date | Shares | Vesting | Notes |
|---|---|---|---|---|
| Restricted Stock | Aug 22, 2025 | 1,704 | Pro‑rata over 3 years on each grant anniversary | Reported on Form 4; standard RSA rounding rules apply; non‑transferable until vested . |
Investment Implications
- Alignment: Equity grants vest over three years and are non‑transferable until vesting; combined with anti‑hedging/pledging and pre‑clear trade rules, this supports long‑term alignment and lowers near‑term selling pressure from discretionary trades .
- Retention and CoC dynamics: Double‑trigger acceleration on RSAs and target vesting of PSUs upon qualifying termination around change‑of‑control improves retention but can increase change‑of‑control costs and award overhang if a transaction occurs .
- Pay‑for‑performance signals: Company‑wide incentives were tightly tied to EBITDA and cash flow in FY2025, producing maximum payouts on strong execution; PSUs focus on EBITDA margin expansion—constructive for sustained value creation if margin targets are met .
- Ownership “skin‑in‑the‑game”: Reported holdings of 1,704 RS shares equate to ~0.041% of outstanding—modest direct exposure; continued grants and vesting could improve alignment over time .
- Governance backdrop: No FY2025 related party transactions, active board oversight, refreshed governance practices, and a standing clawback policy reduce governance risk while FY2025 performance momentum (revenues, EBITDA, cash flow, and TSR) strengthens incentive efficacy .