Andrew Hider
TENNANTAbout Andrew Hider
Andrew P. Hider, age 48, is an independent director of Tennant Company (TNC) serving since 2022. He is CEO and a director of ATS Automation, a global automation solutions company listed on TSX and NYSE, and brings deep operations excellence, global sales, and M&A experience from prior leadership roles at TaylorMade, Danaher, and GE Aircraft Engines . He is currently a Class III director standing for re-election to a term expiring in 2028 and serves on TNC’s Audit and Executive Committees .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| ATS Automation | Chief Executive Officer; Director | CEO since Mar 2017; Director since May 2017 | Leads global automation strategy; shareholder value creation via strategic clarity and operational performance |
| TaylorMade | Chief Executive Officer & President | May 2016 – Feb 2017 | Led sports manufacturing operations |
| Danaher | Various management roles culminating in President | 2006 – 2016 | Operations excellence in global manufacturing; sales and M&A experience |
| GE Aircraft Engines (Tri-Remanufacturing) | Finance and management roles culminating in President/General Manager | 2000 – 2006 | Operations and general management leadership |
External Roles
| Organization | Role | Since | Notes |
|---|---|---|---|
| ATS Automation | CEO; Director | CEO since Mar 2017; Director since May 2017 | Listed on TSX and NYSE; no other U.S. public company boards in past 5 years |
Board Governance
- Committees: Audit and Executive; not a chair. Audit members (including Hider) are financially literate; audit committee financial experts designated are Timothy R. Morse and Donal L. Mulligan .
- Independence: Board determined Hider is independent; only ordinary-course commercial transactions with companies employing directors, considered in independence review .
- Attendance: Board met 4 times in 2024; all directors attended 100% of Board and committee meetings; all then-serving directors attended the 2024 annual meeting .
- Board leadership: Independent Chair (Mulligan); Executive Committee comprises independent directors and meets at least 4 times per year .
- Director commitments: Policy limits CEOs to serving on no more than two public company boards; Hider’s roles (ATS board + TNC board) align with this limit .
Fixed Compensation
| Component | Amount | Notes |
|---|---|---|
| Fees earned or paid in cash (FY2024) | $90,000 | Includes Board retainer and committee retainer(s) |
| Stock awards (aggregate grant-date fair value, FY2024) | $114,972 | Annual RSU grant; RSUs vest one year from grant and convert to shares |
| Total (FY2024) | $204,972 | Sum of cash and stock award fair value |
Program detail (Board Year 2024–2025):
- Annual Board Cash Retainer: $75,000; Audit member retainer: $15,000; Compensation: $6,000; Governance: $5,000; Annual RSU grant: $115,000 (grant value) .
Program changes (effective Apr 29, 2025 for Board Year 2025–2026): - Board cash retainer increased to $80,000; RSU grant value increased to $130,000; Chair retainer increased to $100,000 .
Performance Compensation
Directors at TNC do not have performance-based pay; annual equity is time-based RSUs vesting after one year. No performance metrics are tied to director RSU vesting .
| Performance Metric | Applies to Director Compensation? | Source |
|---|---|---|
| Adjusted EBITDA$, Adjusted EBITDA%, Revenue, ROIC, EPS | No (executive plans only) | Director RSUs are time-based; metrics apply to executive incentive plans |
Other Directorships & Interlocks
| Company | Role | Committee Positions | Interlock/Conflict Notes |
|---|---|---|---|
| ATS Automation | CEO; Director | Not disclosed in TNC proxy | Board independence review considered ordinary-course transactions; no specific related-party transaction disclosed for Hider |
Expertise & Qualifications
- Strategic clarity, growth, operational performance in complex environments; operations excellence for global manufacturers; global sales; M&A experience .
- Audit committee service with financial literacy affirmed by Board .
Equity Ownership
| Item | Amount | Date/Context |
|---|---|---|
| Total beneficial ownership | 3,682 shares | As of Mar 6, 2025; less than 1% of shares outstanding |
| Outstanding Restricted Stock Units (RSUs) | 1,073 units | FY2024 director award outstanding |
| Deferred Stock Units (DSUs) | 1,447 units | Outstanding following vesting of prior RSUs |
| Stock options | None | No director options since 2018 Board Year policy shift |
| Ownership guidelines | 5× annual cash retainer for directors; newer directors on pace to achieve | Revised Feb 1, 2024 calculation; assessed annually; long-term holding requirements until compliant |
| Hedging/pledging | Prohibited for directors | Insider trading policy; no pledging allowed |
Recent Insider Trades (Form 4)
| Transaction Date | Filing Date | Type | Shares Transacted | Post-Transaction Ownership | SEC URL |
|---|---|---|---|---|---|
| 2025-05-06 | 2025-05-08 | Award (A) | 1,815 | 5,497 | https://www.sec.gov/Archives/edgar/data/97134/000141588925012379/0001415889-25-012379-index.htm |
| 2024-05-08 | 2024-05-10 | Award (A) | 1,073 | 3,682 | https://www.sec.gov/Archives/edgar/data/97134/000141588924012884/0001415889-24-012884-index.htm |
| 2023-05-03 | 2023-05-05 | Award (A) | 1,447 | 2,609 | https://www.sec.gov/Archives/edgar/data/97134/000141588923007473/0001415889-23-007473-index.htm |
| 2022-08-12 | 2022-08-15 | Award (A) | 1,162 | 1,162 | https://www.sec.gov/Archives/edgar/data/97134/000141588922008628/0001415889-22-008628-index.htm |
| 2022-08-12 | 2022-08-15 | Award (A) | 1,162 | 1,162 | https://www.sec.gov/Archives/edgar/data/97134/000141588922008625/0001415889-22-008625-index.htm |
| 2022-08-03 | 2022-08-12 | Initial (Form 3) | — | — | https://www.sec.gov/Archives/edgar/data/97134/000141588922008556/0001415889-22-008556-index.htm |
Source: Insider-trades skill pull for “Hider Andrew P.” at TNC (records and URLs shown).
Governance Assessment
- Strengths: Independent status; 100% attendance; Audit and Executive Committee participation; Board-level risk oversight and regular executive sessions; strong insider trading policy prohibiting hedging/pledging; director stock ownership goal and holding requirements; director compensation aligned to shareholder interests via equity; Compensation Committee uses independent consultant (Pearl Meyer) and maintains conflicts safeguards .
- Compensation mix: Cash retainer plus one-year RSUs; no meeting fees or performance-based pay for directors; program increased retainer and RSU values for 2025–2026, consistent with market benchmarking .
- Shareholder signals: Say-on-pay support ~95% in 2024 indicates broad investor alignment with compensation governance; Board is majority independent with independent Chair .
- Potential conflicts: Hider is CEO/director of ATS; Board independence review considered ordinary-course transactions involving companies employing directors; no specific related-party transactions disclosed for Hider; directors limited to acceptable number of public boards, and Hider is within limits .
RED FLAGS: None disclosed specific to Hider. Watchpoint: As a sitting CEO of ATS, monitor any future related-party transactions between TNC and ATS for materiality and independence safeguards; Board policy requires approval and review of related-person transactions and prohibits pledging/hedging, mitigating alignment risks .