Oliver C. Gloe
Latham GroupAbout Oliver C. Gloe
Oliver C. Gloe is Chief Financial Officer of Latham Group, Inc. (SWIM) since November 2023, following a brief period as VP Finance in October–November 2023; he is 50 years old and holds a BBA in Finance from European University in Montreux, Switzerland and an MBA in Finance and International Management from Thunderbird School of Global Management . In 2024, Latham delivered net sales of $508.5 million, Adjusted EBITDA of $80.2 million (15.8% margin), and expanded gross margin by over 300 bps despite lower utilization, with management citing lean manufacturing and value engineering initiatives; the company ended 2024 with $56.4 million in cash . The company outperformed the U.S. in‑ground pool market in 2024, driven by fiberglass share gains and expansion of automatic safety covers, and expects continued growth supported by Sand States initiatives and improved cost structure .
Past Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| Fortune Brands Innovations (FBIN) | CFO, Outdoors & Security BU | May 2022 – Mar 2023 | Led financial operations of ~$2.5B business; refined and implemented growth strategy, drove continuous improvement, developed finance org . |
| Stanley Black & Decker (SWK) | CFO, Global Operations BU | Feb 2020 – Sep 2021 | Drove transformation of global operations to improve customer focus, advance digitalization, increase ROIC, leverage scale . |
| The Goodyear Tire & Rubber Co. (GT) | VP Finance, Americas; prior finance roles | Jul 2013 – Dec 2020 (VP role: Jul 2018 – Dec 2020) | Led Americas finance; prior roles across finance supporting global manufacturing business . |
| General Cable | CFO, Europe & Mediterranean | 2011 – 2013 | Regional CFO for global cable manufacturer . |
| Hexion Specialty Chemicals | Finance & FP&A roles | 2000 – 2011 | Finance leadership for global producer of adhesives/coatings . |
External Roles
No current public company directorships disclosed for Mr. Gloe in the proxy’s executive officer section .
Fixed Compensation
| Component | 2024 Value |
|---|---|
| Base Salary | $420,000 . |
| Target Annual Bonus % | 60% of base ($252,000 target) . |
| Target Annual Equity % | 150% of base ($630,000 grant value) . |
| Actual Annual Bonus Paid (for 2024 performance) | $362,880 (144.0% of target) . |
| Other Benefits | 401(k) match of $10,350 . |
Performance Compensation
Annual Cash Bonus (2024 Plan)
| Metric | Weighting | Threshold | Target | Actual | Payout |
|---|---|---|---|---|---|
| Net Sales ($mm) | 50% | $410.1 | $512.7 | $508.5 | 88.0% . |
| Adjusted EBITDA Margin (%) | 50% | 10.0% | 12.7% | 15.8% | 200% . |
| Aggregate Payout | — | — | — | — | 144.0% of target (Mr. Gloe earned $362,880) . |
Notes: Bonus metrics were revised in 2024 to equally weight Net Sales and Adjusted EBITDA margin to align incentives with profitable growth; payout capped at 200% .
Equity Awards (Granted March 15, 2024)
| Grant Type | Grant Date | Quantity | Grant Value ($) | Vesting | Performance Metric | Earned (2024) |
|---|---|---|---|---|---|---|
| RSUs | 3/15/2024 | 153,659 | $441,000 | 4-year annual pro rata on grant anniversary . | N/A | N/A. |
| PSUs (Target) | 3/15/2024 | 65,854 | $189,000 | 3-year cliff vest (earn then vest at year 3) . | Adjusted EBITDA (Threshold $41.0mm; Target $65.0mm; Max $80.0mm) . | 120,052 shares earned (182.3% of target) based on 2024 Adjusted EBITDA of $80.2mm; vest on 3rd anniversary (Mar 15, 2027) . |
Prior/New-Hire Equity and SARs (2023)
| Instrument | Grant Date | Detail |
|---|---|---|
| RSUs | 10/30/2023 | 49,887 and 30,166 unvested RSUs outstanding at 12/31/2024; new-hire RSUs vest 3-year annual pro rata . |
| Stock-Settled SARs | 10/30/2023 | 14,719 exercisable; 44,159 unexercisable; strike $2.21; expire 10/30/2033 . |
Equity Ownership & Alignment
| Ownership Item | Amount | Notes |
|---|---|---|
| Direct shares held | 58,004 . | As of Dec 31, 2024. |
| RSUs vesting within 60 days of Mar 5, 2025 | 38,414 . | Implies near-term supply from 2024 RSUs 1st tranche. |
| Vested SARs (exercisable) | 14,719 . | Strike $2.21; expire 10/30/2033 . |
| Unvested RSUs (totals) | 49,887; 30,166; 153,659 . | 2023 new-hire RSUs and 2024 grant. |
| Earned but unvested PSUs | 120,052 (payout value $835,562 at $6.96) . | Cliff vest on Mar 15, 2027 . |
| Unexercisable SARs | 44,159 . | Vesting per 2023 award schedule. |
| Market value reference price | $6.96 (12/31/2024 close) . | Used in proxy valuations. |
Alignment policies:
- Stock Ownership Guidelines require other executive officers (including CFO) to own qualifying stock equal to 100% of base salary; covered persons must retain 50% of net shares from vesting until compliant. All named executive officers are in compliance or within the phase-in period .
- Hedging and pledging of Company securities are prohibited by policy; insiders are subject to blackout periods and Rule 10b5‑1 plan compliance requirements .
Employment Terms
- Offer Letter (July 2023 framework): At-will employment; continuation in annual cash/equity incentive programs; confidentiality, non‑competition, non‑solicitation, and binding arbitration agreements. Mr. Gloe’s offer letter terms: base salary $420,000; target annual bonus 60% of base; target annual equity 150% of base (subject to future changes by the Compensation Committee) .
- Severance Plan (expires Dec 31, 2025 unless extended): If terminated without Cause or resigns for Good Reason, severance equals 1x base salary paid over 12 months, COBRA continuation premium payments, and the Compensation Committee may allow continued vesting during severance period at its discretion .
- Change-in-Control (double trigger): If terminated without Cause or resigns for Good Reason within 12 months post‑CIC, severance is paid in a lump sum and all outstanding equity fully accelerates; PSUs vest at target .
- Clawbacks: Dodd‑Frank compliant policy mandates recovery of erroneously awarded incentive compensation upon certain accounting restatements (3-year lookback) . A separate clawback allows recovery when incentive payouts are based on calculation errors and the executive contributed via fraud/intentional misconduct/gross negligence (3-year lookback; excludes pre‑IPO awards) .
- Equity Plan protections: Minimum 1‑year vesting, no dividends on unvested awards, no discounted options/SARs, no repricing/exchanges without shareholder approval, no tax gross‑ups, and non‑transferability, with reasonable director compensation caps .
Compensation Structure Analysis
- Shift to performance equity: 2024 program replaced SARs with PSUs (30% of grant value) and increased focus on objective performance goals; RSUs remained at 70% of grant value, with further 2025 shift to 60% RSUs/40% PSUs .
- Bonus metrics broadened: 2024 annual bonus added Net Sales (50%) alongside Adjusted EBITDA margin (50%), increasing alignment with profitable growth and capping payouts at 200% .
- Payout outcomes: 2024 PSUs earned at 182.3%; cash bonus paid at 144% of target, reflecting strong margin execution despite softer industry demand .
- Governance safeguards: No hedging/pledging, clawbacks in place, ownership guidelines enforced, and independent consultant (Pearl Meyer) engaged with no conflicts .
Compensation Peer Group (Benchmarking)
Peer group used for 2024 determinations included AAON, Clarus, Escalade, Hayward Holdings, Johnson Outdoors, Lifetime Brands, Marine Products, MasterCraft Boat, Solo Brands, Traeger, AZEK, and Trex; several prior peers were removed as the group was refreshed for relevance; Pearl Meyer provided benchmarking and advice .
Equity Ownership & Vesting Schedules (Pressure Indicators)
- Near-term vesting: 38,414 RSUs vest within 60 days of Mar 5, 2025, implying potential tax-related selling pressure around vest dates if not covered by 10b5‑1 plans .
- Medium-term supply: 2024 RSUs will vest annually through 2028; 2024 PSUs earned (120,052) will cliff vest in March 2027, creating a sizable future vesting event .
- Derivative exposure: SARs exercisable (14,719) and unexercisable (44,159) at a $2.21 strike through 2033 provide leveraged exposure; company policy prohibits hedging .
Performance & Track Record
- Company execution in 2024: Outperformed industry in fiberglass pool sales, expanded margins by 300+ bps, delivered $508.5mm net sales and $80.2mm Adjusted EBITDA, and maintained $56.4mm cash while funding an accretive acquisition and debt repayment .
- Prior leadership experience: Mr. Gloe has led large-scale finance functions and operational transformations in global manufacturing and building products across FBIN, SWK, GT, General Cable, and Hexion .
Investment Implications
- Pay-for-performance alignment is strengthening: Addition of Net Sales to bonus metrics and meaningful PSUs driving higher at-risk compensation; 2024 PSUs earned at 182.3% signal strong margin execution, but vesting remains contingent until 2027 .
- Vesting calendar suggests potential episodic selling pressure: 38,414 RSUs vest near-term, with annual tranches thereafter; a large PSU cliff in 2027 could be a future supply event, though hedging/pledging prohibitions and ownership guidelines mitigate misalignment risk .
- Retention and CIC economics: Standardized severance (1x base) and double-trigger equity acceleration post‑CIC reduce retention risk in strategic scenarios but could elevate payout sensitivity around corporate actions .
- Execution competency: CFO’s transformation background in complex industrials aligns with Latham’s lean/value engineering priorities that underpinned 2024 margin expansion, supporting confidence in ongoing cost discipline and cash generation .