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Mary A. Laschinger

Director at STANLEY BLACK & DECKERSTANLEY BLACK & DECKER
Board

About Mary A. Laschinger

Mary A. Laschinger is a non-employee director of Stanley Black & Decker, elected effective November 1, 2025, and appointed to the Compensation & Talent Development Committee and the Finance & Pension Committee . She is the former Chair and CEO of Veritiv Corporation, with over 30 years leading global manufacturing and distribution businesses; she holds a bachelor’s in business (University of Wisconsin), an MBA (University of Connecticut), and completed executive management studies at Kellogg (Northwestern) . SWK policy requires independence for members of the Compensation and Finance & Pension Committees, indicating she was appointed to committees comprised of independent directors .

Past Roles

OrganizationRoleTenureCommittees/Impact
Veritiv CorporationChair & Chief Executive OfficerJuly 2014 – September 2020 Led global manufacturing and distribution; strategic oversight across sales, supply chain, marketing, regulatory affairs, and public policy
International PaperSenior Vice President; President of xpedxSVP: 2007 – July 2014; xpedx President: Jan 2010 – July 2014 Roles across sales, marketing, manufacturing, and supply chain since joining in 1992
James River Corp.; Kimberly-Clark; ShopkoVarious roles in sales, marketing, and supply chainPrior to 1992 Commercial and operations experience in consumer and industrial contexts

External Roles

OrganizationRoleTenureCommittees/Impact
ITT Inc.DirectorCurrent (as of Oct 31, 2025) Diversified manufacturer; governance oversight in transportation, industrial, energy markets
Kellanova (formerly Kellogg Company)DirectorCurrent Global food manufacturing; board-level commercial and operations insight
Apollo Global ManagementExecutive Advisory Council MemberCurrent Strategic advisory exposure to capital markets and private investment

Board Governance

  • Committee assignments: Compensation & Talent Development; Finance & Pension (effective Nov 1, 2025) .
  • Independence: SWK policy requires all members of the Audit, Corporate Governance, Compensation, and Finance & Pension Committees to be independent; Laschinger’s committee assignments align with this policy .
  • Stock ownership guidelines for non-employee directors: Required to hold shares equal to 500% of annual retainer within five years; RSUs and deferred director units count toward compliance .
  • Hedging/pledging prohibition applies to directors, officers, and employees .
  • Related-party transactions: The company states “since December 31, 2024, there have been no related party transactions requiring disclosure” and specifically notes no material interests for Laschinger under Item 404(a) upon her election .

Fixed Compensation

Director compensation program (2024 structure, applicable to non-employee directors; Laschinger will participate per 8-K):

ComponentAmount ($)Notes
Annual Cash Retainer125,000 Non-employee directors may defer fees into stock units or interest-bearing cash under the Deferred Compensation Plan
Annual RSU Grant (Fully Vested)185,000 RSUs are fully vested at grant; eligible for deferral upon separation under RSU Deferral Plan
Committee Chair Cash Retainer – Audit25,000 Chair fees only; Laschinger not disclosed as chair
Committee Chair Cash Retainer – Compensation20,000 Chair fees only
Committee Chair Cash Retainer – Corporate Governance20,000 Chair fees only
Committee Chair Cash Retainer – Finance & Pension15,000 Chair fees only
Matching Gift ProgramUp to 10,000 company match on qualified gifts Reported in year of company disbursement
Annual cap under 2024 Omnibus Award Plan750,000 Maximum total compensation payable to any non-employee director per year

Deferral mechanics: RSUs may be deferred with settlement on or about the 90th day after service ends (lump sum or installments); dividend equivalents are reinvested into common stock until settlement .

Performance Compensation

Directors’ equity compensation is not performance-based; awards are fully vested RSUs without performance metrics.

Equity ComponentGrant DetailVestingSettlementPerformance Metrics
Annual RSU grant2,140 RSUs granted to each director following the 2024 annual meeting (except certain prorated cases) Fully vested at grant Deferred settlement post-service; dividend equivalents reinvested None disclosed for directors; RSUs are not performance-contingent

Other Directorships & Interlocks

CompanyRoleSincePotential Interlocks/Conflicts
ITT Inc.DirectorCurrent No SWK-related party transaction disclosed upon election; Item 404(a) negative statement for Laschinger
KellanovaDirectorCurrent Same as above
Apollo Global ManagementExecutive Advisory CouncilCurrent Advisory role; no SWK related party exposure disclosed

Expertise & Qualifications

  • Global manufacturing and distribution leadership; operations, supply chain, sales, marketing, and regulatory/public policy oversight .
  • Prior CEO experience (Veritiv); senior leadership at International Paper including distribution leadership (xpedx) .
  • Education: B.S. in business (University of Wisconsin), MBA (University of Connecticut), executive management studies at Kellogg (Northwestern) .

Equity Ownership

  • Ownership guidelines: 500% of annual retainer within five years; RSUs and director deferred stock units count toward compliance .
  • Hedging/pledging prohibition: Applies to all directors .
  • As a newly appointed director effective Nov 1, 2025, individual beneficial holdings at SWK will be reported in subsequent filings; the 8-K election notes participation in the non-employee director program but does not disclose holdings .

Governance Assessment

  • Strengths: Appointment to independence-required committees; deep manufacturing and supply-chain expertise; robust director stock ownership guidelines; hedging/pledging prohibitions; related-party negative statement upon election; director compensation aligned to market median per committee’s external review .
  • Considerations: Director equity grants are fully vested RSUs without performance conditions, which reduces explicit pay-for-performance linkage at the board level; however, ownership guidelines and deferred settlement maintain alignment with long-term shareholder interests .
  • Conflicts/RED FLAGS: None disclosed—no Item 404(a) transactions for Laschinger; company states no related party transactions since Dec 31, 2024; board policies prohibit hedging/pledging; no Section 16 delinquency mentions involving Laschinger in available documents .