Anita Britt
SMITH & WESSON BRANDSAbout Anita D. Britt
Independent director of Smith & Wesson Brands, Inc. (SWBI) since 2018; age 62; former public-company CFO with deep financial, audit, and risk oversight credentials. Britt served as CFO of Perry Ellis International (2009–2017) and held senior finance roles at Jones Apparel Group (1993–2006) and Urban Brands (2006–2009). She is a CPA, an NACD Board Leadership Fellow, and holds cybersecurity oversight credentials from Carnegie Mellon and Harvard Kennedy School. She is Audit Committee Chair at SWBI, and serves on Compensation and Sustainability committees; she is independent under Nasdaq standards. Current public boards: urban-gro, Inc. and VSE Corporation; prior five-year board: Delta Apparel, Inc.
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Perry Ellis International, Inc. | Chief Financial Officer | 2009–2017 | Led corporate finance, investor relations; public-company CFO experience |
| Jones Apparel Group, Inc. | Senior financial leadership | 1993–2006 | Corporate finance leadership |
| Urban Brands, Inc. | Senior financial leadership | 2006–2009 | Corporate finance leadership |
External Roles
| Organization | Role | Tenure | Notes |
|---|---|---|---|
| urban-gro, Inc. | Director | Current | Public company board |
| VSE Corporation | Director | Current | Public company board |
| Delta Apparel, Inc. | Director | Within last five years | Prior public board service |
Board Governance
| Item | Detail |
|---|---|
| Independence | Independent director per Nasdaq/SEC standards |
| Committees | Audit (Chair), Compensation (member), Sustainability (member) |
| Audit Committee expertise | Board determined all Audit members (including Britt) are “audit committee financial experts” |
| Attendance | Board held 7 meetings; committees held 20 in FY2025; each director attended ≥75% of aggregate Board+committee meetings; all directors attended 2024 Annual Meeting |
| Executive sessions | Independent directors meet without management; chairs preside at committee sessions |
| Risk oversight focus | Sustainability Committee discussed campaign against firearm industry at each meeting in FY2025; Audit Chair communicates with CCO at least quarterly between meetings |
| Derivatives/pledging policy | Directors/officers prohibited from derivatives trading, hedging, and pledging of SWBI stock |
Fixed Compensation
Director fee schedule (FY2025):
| Component | Amount |
|---|---|
| Annual cash retainer (non-employee director) | $87,000 |
| Chair fees (Audit/Comp/NCG/Sustainability) | $25,000 per chair |
| Committee member fees (non-chair): Audit $10,000; other committees $7,500 | $10,000 / $7,500 |
| Meeting fees (excess meetings) | $1,500 per meeting above thresholds; Britt received $1,500 for Compensation Committee (7 meetings) |
Anita D. Britt – FY2025 actual director compensation:
| Component | Amount |
|---|---|
| Fees Earned or Paid in Cash | $128,500 |
| Stock Awards (grant-date fair value) | $119,992 |
| All Other Compensation (products, spousal travel, dividends) | $7,249 |
| Total | $255,741 |
Compensation structure notes:
- In FY2025 SWBI increased annual RSU award value to $120,000, cash retainer to $87,000, and certain chair/member retainers to reflect role demands and peer positioning .
- Director compensation reviewed against executive peer group; Compensia engaged as independent consultant (independence confirmed) .
Performance Compensation
Directors receive time-based RSUs; no performance-based equity or options for directors:
| Equity Element | FY2025 Detail |
|---|---|
| Annual director RSU grant (FY2025) | 9,111 shares; vests one-twelfth monthly after grant |
| Dividend equivalents | Implemented for RSUs effective Sept 2023; paid only upon vesting |
| Options outstanding (directors) | None as of April 30, 2025 |
Director equity grants (recent Form 4 records for Britt):
| Transaction Date | Filing Date | Type | Shares Granted | Post-Transaction Ownership | Source |
|---|---|---|---|---|---|
| 2024-09-17 | 2024-09-19 | Award (RSU) | 9,111 | 55,318 | https://www.sec.gov/Archives/edgar/data/1092796/000095017024108155/0000950170-24-108155-index.htm |
| 2025-09-15 | 2025-09-17 | Award (RSU) | 12,711 | 68,029 | https://www.sec.gov/Archives/edgar/data/1092796/000119312525206358/0001193125-25-206358-index.htm |
Notes:
- FY2025 director RSU award in proxy: 9,111 shares (grant at meeting immediately following annual meeting; monthly pro-rata vest) .
- The 2025 Form 4 award of 12,711 shares reflects the subsequent annual RSU grant following the September 15, 2025 annual meeting; monthly vesting implied by plan design and Form 4 records above.
Other Directorships & Interlocks
| Topic | Detail |
|---|---|
| Current public boards | urban-gro, Inc.; VSE Corporation |
| Prior public boards (≤5 years) | Delta Apparel, Inc. |
| Interlocks/conflicts | No related-party transactions involving directors/executives in FY2025; Audit Committee reviews/approves any related-party matters per charter |
Expertise & Qualifications
- CPA; extensive corporate finance, investor relations, capital markets experience (public-company CFO) .
- NACD Board Leadership Fellow; cybersecurity oversight certifications (Carnegie Mellon; Harvard Kennedy School) .
- Board-designated “audit committee financial expert” .
- Risk management orientation (financial reporting integrity; cybersecurity oversight via Audit Committee remit) .
Equity Ownership
| Item | Amount/Status |
|---|---|
| Total beneficial ownership (as of July 25, 2025) | 55,318 shares |
| Ownership as % of shares outstanding | ~0.125% (55,318 / 44,310,374) |
| RSUs vested but undelivered (as of Apr 30, 2025) | 5,314 shares |
| Options | None outstanding (directors) |
| Pledging/hedging | Prohibited for directors/officers; no pledges disclosed |
| Ownership guidelines | Non-employee directors: 3x cash retainer or 21,000 shares/equivalents; 5-year compliance window |
| Guideline compliance | Britt’s ownership (55,318) exceeds 21,000-share guideline requirement |
Governance Assessment
- Board effectiveness: Britt chairs the Audit Committee with confirmed “financial expert” status; committee independent and active (5 meetings in FY2025) with explicit cybersecurity oversight and direct CCO communication—a positive for control environment and risk oversight .
- Independence and engagement: Independent director; serves on three committees; attendance threshold met; participates in executive sessions—supports robust oversight culture .
- Alignment: Strong equity ownership exceeding director guideline; pay mix balanced (cash retainer + time-based RSUs); dividend equivalents only upon vesting—reasonable alignment without excessive guarantees .
- Compensation governance: Use of independent consultant (Compensia) and clawback policy; no tax gross-ups for severance/change-in-control; director compensation increases disclosed transparently—no red flags .
- Conflicts/related-party: None disclosed for FY2025; derivatives/hedging/pledging prohibited—low conflict risk .
RED FLAGS
- None disclosed specific to Britt (no related-party transactions, hedging/pledging, or attendance issues). Broader firearm industry activism risk is actively overseen at Sustainability Committee meetings; not a Britt-specific red flag but relevant sector risk .
Signals impacting investor confidence
- Audit Chair role with CPA and cybersecurity credentials supports confidence in financial reporting and cyber risk oversight .
- Ownership exceeds guidelines; recent RSU grants recorded on Form 4; clear, routine director pay structure enhances transparency (Form 4 links above).
- Strong say-on-pay support (95% in 2024) reflects broader investor acceptance of compensation governance, indirectly positive for Board oversight credibility .