Mark P. Laven
Latham GroupAbout Mark P. Laven
Mark P. Laven (age 71) is Vice Chair of Latham Group’s Board and an independent director since 2020; he previously served as President and CEO of Latham Pool Products from 2001–2017 and as Chair of Latham Pool Products’ board until December 14, 2020. He holds a BS in Business Administration from Ithaca College and was a director of the Association of Pool Spa Professionals (2004–2008), bringing deep operating, industry, and governance experience to SWIM’s board .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Latham Pool Products (subsidiary pre‑IPO) | President & CEO | Dec 2001 – Oct 2017 | Led growth; industry leadership in fiberglass pools . |
| Latham Pool Products | Chair of the Board | Through Dec 14, 2020 | Oversight of corporate matters pre‑IPO . |
| Association of Pool Spa Professionals | Board Member | 2004 – 2008 | National trade association governance . |
External Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Association of Pool Spa Professionals | Director | 2004 – 2008 | Industry representation and standards . |
Board Governance
- Independence: Board determined Laven is independent under Nasdaq rules; SWIM is a controlled company but maintains majority‑independent board and fully independent committees .
- Roles: Vice Chair of the Board (since Dec 14, 2020) and Chair of the Nominating & Corporate Governance Committee .
- Committee activity: Nominating & Corporate Governance Committee met 4 times in 2024; oversees director selection, board evaluations, ESG oversight, and governance policies .
- Attendance: Board held 6 meetings in 2024; each director attended at least 75% of Board and applicable committee meetings .
- Executive sessions: Regular executive sessions of non‑management directors; at least annual session of independent directors .
- Controlled-company context: Pamplona has nomination rights; Laven is a Pamplona designee, which is a potential influence channel; SWIM nevertheless maintains independent committees .
Fixed Compensation
| Component (2024) | Amount | Notes |
|---|---|---|
| Annual Board cash retainer | $75,000 | Non‑employee director retainer . |
| Committee chair cash fee (Nominating & Corporate Governance) | $10,000 | Chair fee . |
| RSU annual equity retainer | $95,000 | RSUs vest on first anniversary; number of units based on grant‑date price . |
| Total fees earned (cash) | $85,000 | As reported for Laven . |
| Stock awards (grant‑date fair value) | $94,999 | As reported for Laven . |
| Total reported director comp | $179,999 | Sum of cash and stock awards . |
| RSUs held at 12/31/2024 | 36,538 units | Outstanding RSUs for Laven . |
Program features:
- No meeting fees; expense reimbursement and indemnification provided; annual director comp capped at $750,000 under Omnibus Plan .
- 2024 change: non‑employee director equity retainer increased from $75k to $95k; Chair of Board equity retainer decreased from $50k to $30k to align with market .
Performance Compensation
- No performance-based director compensation disclosed; annual director equity is time-based RSUs with one-year vesting .
Other Directorships & Interlocks
| Entity | Type | Relationship | Potential Interlock/Conflict Consideration |
|---|---|---|---|
| Pamplona Capital Partners V, L.P. | Principal stockholder | Laven is a Pamplona director designee under Stockholders’ Agreement . | Controlled-company nomination rights could influence board composition; committees remain independent . |
| Association of Pool Spa Professionals | Industry association | Former board member (2004–2008) . | No disclosed related-party transactions. |
Expertise & Qualifications
- Senior leadership and operating experience in pool industry (19+ years leadership at Latham Pool Products) .
- Governance and board leadership as Vice Chair; ESG oversight via Nominating & Corporate Governance Committee .
- Skills matrix: SWIM directors collectively cover strategic growth/M&A, finance/accounting, manufacturing/supply chain, consumer products, and risk/compliance; Laven contributes leadership and industry expertise .
Equity Ownership
| Item | Amount | Detail/Source |
|---|---|---|
| Shares beneficially owned | 1,510,166 | 1.30% of outstanding . |
| Ownership vehicles | 500,433 via Laven Family Holdings, LLC; 973,195 directly; 36,538 RSUs vesting within 60 days of 3/5/2025 . | |
| Shares outstanding (record date) | 115,776,595 | Basis for percentage . |
| Hedging/pledging | Prohibited | Corporate governance guidelines and securities trading policy prohibit hedging/pledging, short sales, and derivatives . |
| Director ownership guideline | 3x annual cash retainer | Directors must hold ≥3× cash retainer; required to retain 50% of net shares until met; directors are compliant or within phase‑in period . |
Governance Assessment
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Strengths:
- Independent status, fully independent Nominating & Governance Committee chaired by Laven; structured board evaluations; regular executive sessions .
- Strong skin‑in‑the‑game: 1.51M shares beneficially owned; RSUs outstanding; director ownership guidelines in place and enforced .
- Shareholder‑friendly policies: no hedging/pledging; compensation cap; annual equity grant policy tied to post‑blackout timing .
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Watch items / potential conflicts:
- Controlled-company dynamic: Pamplona nomination rights and Laven’s status as Pamplona designee signal principal stockholder influence; however, SWIM maintains majority‑independent board and independent committees, mitigating risk .
- Director retirement age: board guideline prohibits nomination after age 75; Laven is 71, indicating medium‑term succession planning need .
-
Attendance/engagement:
- Board met 6 times and committees (including Laven’s committee) were active; all directors met ≥75% attendance threshold, indicating engagement .
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Related-party transactions:
- No specific related-party transactions disclosed involving Laven or Laven LLC; principal stockholder agreements (stockholders’ and registration rights) noted with immaterial reimbursements in 2024 (<$0.1M to each principal stockholder) .
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Shareholder voting signals:
- 2024 Annual Meeting results: Class III directors elected with strong support; auditor ratification >99% “For,” indicating investor confidence in governance processes .
Overall, Laven’s long industry tenure and governance chair role enhance board effectiveness and ESG oversight; the principal stockholder designee status is a governance sensitivity, but independent committees, ownership alignment, and strong policies (no hedging/pledging; ownership guidelines) support investor confidence .