Michael A. Hickey
About Michael A. Hickey
Michael A. Hickey, age 64, is an independent director of Standex International (SXI) who has served on the Board since 2017; he was appointed Lead Independent Director at the 2024 annual meeting . He chairs the Compensation Committee and serves on the Innovation & Technology (I&T) Committee; he stepped down from Nominating & Corporate Governance (N&CG) as of January 1, 2025 due to increased Lead Independent Director responsibilities . Prior to retiring in 2020, Hickey held senior leadership positions at Ecolab, bringing M&A, marketing/sales, and operations expertise to the Board .
Past Roles
| Organization | Role | Tenure | Committees / Impact |
|---|---|---|---|
| Ecolab Inc. | President, Global Institutional | 2012–2020 | Led solutions-driven, customer-centric global business; deep M&A/ops background |
| Ecolab Inc. | EVP, Institutional Sector North America | 2011–2012 | Senior P&L leadership |
| Ecolab Inc. | EVP, Global Service Sector | 2010–2011 | Global service operations |
| Ecolab Inc. | Various executive/managerial roles | 1985–2010 | Progressive leadership experience |
External Roles
| Organization | Role | Public/Private/Non-Profit | Notes |
|---|---|---|---|
| National Restaurant Association | Board member | Association (non-profit) | Listed as current board membership |
| St. Bonaventure University | Board member | Academic/non-profit | Listed as current board membership |
Board Governance
- Status and tenure: Independent director since 2017; Class II director with term expiring in 2026; Lead Independent Director since the 2024 annual meeting .
- Committee assignments (FY2025): Compensation (Chair) and I&T member; stepped down from N&CG effective Jan 1, 2025 to focus on Lead Independent Director duties .
- Committee independence and activity: All Compensation Committee members meet SEC/NYSE independence standards; the committee (chaired by Hickey) held 5 meetings in FY2025 .
- Attendance: The Board held 7 meetings and Board committees held a total of 17 meetings in FY2025; every director attended at least 75% of the meetings of the Board and committees on which they served, and all directors attended the 2024 annual meeting .
- Independence determination: In July 2025, the Board affirmed that all directors other than the CEO are independent under NYSE standards (includes Hickey) .
- Lead Independent Director remit: Presides over executive sessions, leads CEO evaluation and succession planning discussions, serves as liaison between independent directors and the Chair/CEO, and is available for shareholder consultation upon reasonable request .
Fixed Compensation
| Element (Non-Employee Directors, FY2025) | Amount ($) |
|---|---|
| Annual Cash Retainer | $70,000 |
| Committee Chair Fees – Compensation | $15,000 |
| Committee Member Fees – I&T (non-chair) | $7,500 |
| Lead Independent Director Fee | $25,000 |
| Meeting Fees | None (no fees for attending Board or committee meetings) |
| Perquisites/Benefits | None under retirement plans or perquisites |
| Michael A. Hickey – FY2025 Director Compensation (Actual) | Amount ($) |
|---|---|
| Fees Earned or Paid in Cash | 113,750 |
| Stock Awards (Grant-Date Fair Value) | 130,000 |
| All Other Compensation (Dividend Equivalents) | 3,756 |
| Total | 247,506 |
Directors may defer up to 100% of their annual cash retainer into the Management Stock Purchase Plan (MSPP) . Stock awards column includes the annual equity grant and any RSUs from MSPP deferrals, if elected .
Performance Compensation
| Equity Program Feature | Detail |
|---|---|
| Annual Equity Grant | Restricted stock valued at $130,000, granted on Oct 24, 2024 at $177.55 per share; vests after 3 years; accrues dividend equivalents paid upon vesting |
| Optional Deferral (MSPP) | If elected, RSUs granted Aug 22, 2025, valued at $120.86 per share (25% discount to June 30, 2025 close), included in stock awards column totals |
| Unvested Equity Outstanding (as of 6/30/2025) | 2,935 unvested shares/units for Hickey |
Director equity is time-vested; no performance metrics are tied to director equity grants (the three-year vesting schedule is time-based) .
Other Directorships & Interlocks
- Current public company directorships: None disclosed for Hickey in the proxy’s board biography section .
- Compensation committee interlocks: None; no executive officer interlocks with other entities’ boards/compensation committees in FY2025 .
Expertise & Qualifications
- Ecolab operating executive with decades of leadership; brings M&A, marketing/sales, and operations expertise; described as a “solutions-driven” leader with intimate customer focus providing a dynamic Board voice .
- Independence and governance experience evidenced by service as Lead Independent Director and Compensation Committee Chair .
Equity Ownership
| Ownership Item | Value |
|---|---|
| Common Stock Beneficially Owned (7/31/2025) | 12,266 shares; less than 1% of outstanding |
| Unvested Stock/Units Outstanding (6/30/2025) | 2,935 |
| Ownership Guidelines (Directors) | Required to hold ≥5x annual cash retainer; must retain ≥50% of shares awarded until guideline met; all non-employee directors in compliance as of 6/30/2025 |
| Hedging/Pledging Policy | Hedging and pledging strictly prohibited; none of the directors engaged in prohibited transactions during FY2025 or prior periods |
Governance Assessment
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Strengths
- Lead Independent Director role centralizes independent oversight, including executive sessions, CEO evaluation, succession planning, and shareholder availability .
- Compensation Committee Chair; committee fully independent and active (5 meetings in FY2025) with authority over CEO goals, plan design, and consultant oversight .
- High shareholder support on Say‑on‑Pay in 2024 (99.1%), indicating investor confidence in comp governance overseen by his committee .
- No related-party transactions since July 1, 2024; robust conflict review policy administered by the Audit Committee .
- Section 16(a) compliance: all directors/officers timely filed required ownership reports in FY2025 .
- Anti‑hedging/anti‑pledging policies and stock ownership requirements (5x retainer) with full compliance support alignment; time‑vested equity promotes long-term focus .
-
Watch items
- Director equity is time-based (no performance conditions), common for boards but reduces explicit performance linkage; mitigated by three-year vesting, ownership requirements, and anti‑hedging/pledging policies .
- Actual cash fees ($113,750) reflect role mix/timing within the fiscal year versus full schedule values; continued transparency on any mid-year role changes remains important .
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RED FLAGS
- None observed: no pledging/hedging, no related-party transactions, independence affirmed, attendance ≥75%, and no interlocks reported .