Mary A. Laschinger
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
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Veritiv Corporation | Chair & Chief Executive Officer | July 2014 – September 2020 | Led global manufacturing and distribution; strategic oversight across sales, supply chain, marketing, regulatory affairs, and public policy |
| International Paper | Senior Vice President; President of xpedx | SVP: 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; Shopko | Various roles in sales, marketing, and supply chain | Prior to 1992 | Commercial and operations experience in consumer and industrial contexts |
External Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| ITT Inc. | Director | Current (as of Oct 31, 2025) | Diversified manufacturer; governance oversight in transportation, industrial, energy markets |
| Kellanova (formerly Kellogg Company) | Director | Current | Global food manufacturing; board-level commercial and operations insight |
| Apollo Global Management | Executive Advisory Council Member | Current | 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):
| Component | Amount ($) | Notes |
|---|---|---|
| Annual Cash Retainer | 125,000 | 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 – Audit | 25,000 | Chair fees only; Laschinger not disclosed as chair |
| Committee Chair Cash Retainer – Compensation | 20,000 | Chair fees only |
| Committee Chair Cash Retainer – Corporate Governance | 20,000 | Chair fees only |
| Committee Chair Cash Retainer – Finance & Pension | 15,000 | Chair fees only |
| Matching Gift Program | Up to 10,000 company match on qualified gifts | Reported in year of company disbursement |
| Annual cap under 2024 Omnibus Award Plan | 750,000 | 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 Component | Grant Detail | Vesting | Settlement | Performance Metrics |
|---|---|---|---|---|
| Annual RSU grant | 2,140 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
| Company | Role | Since | Potential Interlocks/Conflicts |
|---|---|---|---|
| ITT Inc. | Director | Current | No SWK-related party transaction disclosed upon election; Item 404(a) negative statement for Laschinger |
| Kellanova | Director | Current | Same as above |
| Apollo Global Management | Executive Advisory Council | Current | 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 .