Michelle Newbury
About Michelle Newbury
Michelle Newbury, age 46, was appointed Chief Human Resources Officer (CHRO) of Standex International Corporation effective November 10, 2025, overseeing global HR strategy, talent, organizational development, compensation/benefits, D&I, and engagement . She brings 20+ years of HR leadership experience, including roles at Cornerstone Building Bands, Kymera International, and Pentair, with a track record in cultural transformation, leadership development, and operational excellence . Standex long-term incentives emphasize ROIC over a three-year period, modified by relative TSR versus the S&P 600 Capital Goods peer set, reinforcing pay-for-performance alignment . Executives must maintain stock ownership of at least 2x base salary (CEO 5x), retain 50% of net after-tax shares until compliant, and are subject to strict anti-hedging and anti-pledging policies with a compliant clawback regime adopted in August 2023 .
Past Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| Cornerstone Building Bands | Vice President of Human Resources | Not disclosed | Led cultural transformation, leadership development, operational excellence |
| Kymera International | Vice President of Human Resources | Not disclosed | Senior HR leadership driving operational excellence |
| Pentair | Senior Director of Human Resources | Not disclosed | Global HR leadership in public/private contexts |
External Roles
No external public company directorships or board roles disclosed in appointment filing .
Fixed Compensation
Not yet disclosed for Michelle Newbury in SEC filings. Context from the prior CHRO (Annemarie Bell) provides role benchmarking.
Role Benchmark – Prior CHRO (Annemarie Bell) Summary Compensation:
| Year | Salary ($) | Stock Awards ($) | Non-Equity Incentive ($) | All Other Comp ($) | Total ($) |
|---|---|---|---|---|---|
| 2025 | 344,615 | 295,344 | 137,631 | 22,007 | 799,891 |
| 2024 | 332,571 | 268,375 | 128,729 | 21,489 | 751,450 |
| 2023 | 311,512 | 225,923 | 177,054 | 19,689 | 734,304 |
FY 2025 Target LTI Awards (NEO role structure):
| NEO | Target LTI (% of Base) | Target Amount ($) | % Awarded in PSUs |
|---|---|---|---|
| Annemarie Bell (CHRO) | 85% | 295,420 | 50% |
Performance Compensation
Standex LTI structure and metrics applicable to NEOs (including CHRO role):
| Component / Metric | Weighting | Target | Actual | Payout Range | Vesting |
|---|---|---|---|---|---|
| PSUs – ROIC (3-year) with relative TSR modifier vs S&P 600 Capital Goods | 50% of target LTI for NEOs | Committee-set threshold/target/superior (undisclosed) | Undisclosed | 0–200% based on ROIC; TSR modifier adjusts ±0–25% (max 250%) | Cliff vest at end of 3-year period; pro-rata vesting upon retirement/death/disability; double-trigger CIC acceleration |
| RSUs (time-based) | 50% of target LTI for NEOs | N/A | N/A | N/A | Annual pro-rata vesting over 3 years; immediate vest upon death/disability/retirement; double-trigger CIC acceleration |
| MSPP Deferral RSUs (optional) | Executive-elected (up to 50% of annual bonus, 25% discount) | N/A | N/A | N/A | Cliff vest after 3 years; dividends accrue, paid at vest; no voting until vest |
Annual Incentive (FY 2025 NEO outcomes as context):
| NEO | Financial Factor | Strategic Factor | Total BPP Score | Target Annual Incentive ($) | Actual Annual Incentive ($) |
|---|---|---|---|---|---|
| Annemarie Bell (CHRO) | 55.0% | 17.0% | 72.0% | 191,154 | 137,631 |
Options: Company has not awarded stock options since 2003; none outstanding .
Equity Ownership & Alignment
- Stock ownership guidelines: CEO 5x base salary; all other executives 2x base salary; 50% net shares retained until compliant; valuation at average Q4 price; RSAs count; PSUs and MSPP RSUs excluded .
- Anti-hedging/anti-pledging: Executives prohibited from hedging, derivatives, short sales, and pledging; no NEO has engaged in prohibited transactions .
- Clawback: SEC-compliant clawback policy adopted August 2023; enables cancellation/recovery of incentive pay upon misconduct-related restatements .
- Beneficial ownership: As of July 31, 2025, executive ownership table does not include Michelle Newbury (appointed November 2025); CHRO role at that date held by Annemarie Bell .
Employment Terms
Executive Severance Policy (applies to NEOs other than CEO):
- Without cause: unpaid base salary through termination; continuation of pay for one year equal to most recent base salary plus target annual bonus; COBRA premium reimbursement up to one year if elected .
- Retirement/death/disability: unpaid base salary through event; equity vesting per OIP grant agreements (accelerated for RSAs/RSUs; PSUs vest in normal course, pro-rated) .
- Change in control (double-trigger): benefits payable only if CIC and termination for “Just Reason” or involuntary termination; lump sum equal to multiples of base + bonus; accelerated vesting of all outstanding OIP equity and MSPP RSUs; continuation of life/medical plan benefits for specified period .
- CIC multiples for NEOs under Policy: lump sum severance equal to 2x the greater of base salary (immediately prior to CIC or current) plus 2x the higher of most recent annual bonus, target bonus prior to CIC, or target bonus at termination .
OIP vesting and acceleration mechanics:
- RSUs/RSAs: annual pro-rata over 3 years; immediate vest upon death/disability/retirement or involuntary termination in connection with CIC; retirement must be ≥6 months after grant for acceleration; otherwise forfeiture; discretion to accelerate without cause .
- PSUs: 3-year cliff vest based on approved metrics; forfeiture if threshold not met or termination other than death/disability/retirement/CIC; pro-rata vesting upon retirement/death/disability; double-trigger acceleration on CIC .
Investment Implications
- Alignment: ROIC-focused PSUs with relative TSR modifier, mandatory ownership (2x base), and anti-hedging/pledging collectively indicate strong alignment of CHRO incentives with shareholder value creation .
- Retention risk: Executive Severance Policy provides one-year pay continuation for without-cause terminations and robust double-trigger CIC economics, mitigating near-term flight risk while preserving transaction neutrality .
- Selling pressure: Time-based RSU vesting across three annual tranches and MSPP RSUs cliff vesting at three years create predictable vest windows that may modestly increase insider sales activity post-vesting; options are not used, limiting exercise-driven sales .
- Disclosure gap: As a newly appointed CHRO (Nov 2025), individual salary, bonus targets, and grant sizes for Michelle Newbury are not yet disclosed; near-term monitoring of the next proxy and any 8-K compensatory arrangements is warranted .
- Governance quality: High say-on-pay support in 2024 (99.1%), independent compensation committee, and use of an independent consultant (Meridian) support disciplined compensation practices .