James L. Singleton
About James L. Singleton
Independent Lead Director of Wesco (WCC) since 1998; age 69. Currently Chairman of CGH, LLC (since Oct 2023); previously Chairman & CEO (2014–2023) and Vice Chairman (2010–2014) of Cürex Group Holdings, LLC, and President/co‑founder of The Cypress Group LLC (1994–2005); earlier a Managing Director in Lehman Brothers’ Merchant Banking Group. Recognized as NACD Public Company Director of the Year in 2022; brings deep capital markets, M&A, and corporate strategy expertise with long-standing knowledge of Wesco’s business and history .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| The Cypress Group LLC | President and co‑founder | 1994–2005 | Private equity leadership; capital markets and M&A execution |
| Lehman Brothers | Managing Director, Merchant Banking | Pre‑1994 | Merchant banking leadership; corporate finance and strategy |
External Roles
| Organization | Role | Tenure | Notes |
|---|---|---|---|
| CGH, LLC | Chairman | Oct 2023–Present | Current role |
| Cürex Group Holdings, LLC | Chairman & CEO; Vice Chairman | 2014–2023; 2010–2014 | Financial markets/platform leadership |
Board Governance
- Independence: Board affirmatively determined Singleton is independent under NYSE/SEC standards .
- Current Wesco assignments: Lead Director; Compensation Committee member; Nominating & Governance Committee member; Executive Committee Chair .
- Lead Director responsibilities: Presides over executive sessions, can call independent director meetings, leads board/committee/individual evaluations, liaises with CEO, approves agendas/schedules and board information, advises on committee appointments, facilitates board–management communication .
- Board/committee meetings (2024): Board met 4 times; each director attended at least 75% of aggregate Board and relevant committee meetings. Executive sessions of non‑management directors were held at each regularly scheduled Board meeting, presided over by Singleton; all Board members attended the Annual Meeting .
- Committee activity (2024 meeting count context):
- Compensation Committee (member): 5 meetings
- Nominating & Governance (member): 3 meetings
- Executive Committee (Chair): No meetings held
- Audit Committee: Singleton is not listed as a member .
- Compensation Committee interlocks: None; no member has served as a Company executive officer .
- Related party transactions: None disclosed for 2024; transactions are reviewed under a written policy for materiality and conflicts .
Fixed Compensation
| Component | 2024 Amount | Notes |
|---|---|---|
| Annual cash retainer (Independent Director) | $125,000 | Paid quarterly; meeting fees not paid |
| Lead Independent Director cash retainer | $50,000 | Supplemental retainer |
| Committee chair fees | $0 | Audit/Comp/NomGov chairs earn $30,000; Executive Committee chair fee not listed among paid chair fees |
| Fees earned (cash total) | $175,000 | Reported for Singleton in 2024 director compensation table |
Additional features:
- Directors may defer 25%–100% of cash and equity retainers into stock units; no additional meeting fees; reimbursed travel expenses .
- Indemnification agreements provide advancement of expenses and D&O insurance .
- Robust Director stock ownership guideline: 5x annual cash retainer; all Directors have acquired or are acquiring stock per guideline .
Performance Compensation
| Equity Award | Grant Date | Shares/Units | Grant Date Fair Value | Vesting Terms |
|---|---|---|---|---|
| RSUs (annual Director grant) | Mar 1, 2024 | 1,217 | $152.07 per RSU ($185,000 total) | Vests on first anniversary; pro‑rata vesting if Board term ends earlier per schedule |
| Outstanding RSUs (12/31/2024) | — | 1,228 | — | Reflects RSUs outstanding, adjusted for quarterly dividend equivalents in 2024 |
| Options (exercisable outstanding) | — | 1,037 | — | Legacy option awards shown as exercisable at year‑end |
Policy signals:
- Insider Trading Policy prohibits hedging/pledging for Section 16 directors; also prohibits short sales and trading in puts/calls; margin accounts prohibited for Section 16 directors .
- Director equity awards are time‑based (no performance metrics); annual director compensation uses market benchmarking by Meridian Compensation Partners .
Other Directorships & Interlocks
| Company | Public Company Board? | Role | Potential Interlock/Conflict |
|---|---|---|---|
| None disclosed | — | — | No public company directorships disclosed for Singleton other than Wesco |
Expertise & Qualifications
- Capital markets, mergers and acquisitions, corporate strategy, and human capital/inclusion oversight; deep knowledge of Wesco’s industry and history .
- NACD Public Company Director of the Year (2022), recognizing integrity, judgment, and governance leadership .
Equity Ownership
| Item | Amount | Calculation/Notes |
|---|---|---|
| Beneficial ownership (Singleton) | 39,251 shares | As of March 27, 2025; includes deferred stock units and RSUs subject to deferral elections |
| Ownership % of outstanding | ~0.080% | 39,251 ÷ 48,800,081 shares outstanding on record date |
| Unvested RSUs (12/31/2024) | 1,228 | Director outstanding equity awards table |
| Options exercisable (12/31/2024) | 1,037 | Director outstanding equity awards table |
| Deferred stock units | 17,416 | Included in footnote as amounts payable post‑service under Director Deferred Compensation Plan |
| Hedging/pledging | Prohibited | Section 16 directors prohibited; no pledging allowed for directors/officers |
| Section 16(a) filings | All timely | No delinquent filings in 2024 |
Governance Assessment
-
Strengths:
- Independent Lead Director with robust responsibilities enhancing board effectiveness (agenda control, evaluations, executive sessions). Singleton presided over executive sessions at each regular Board meeting in 2024, supporting independent oversight .
- Active committee member (Compensation; Nominating & Governance) with clear independence; Compensation Committee free of interlocks; committees comprised entirely of independent directors .
- Director compensation structure is balanced and modest (cash retainer + time‑based RSUs), with strong ownership guidelines (5x cash retainer) and prohibitions on hedging/pledging, aligning interests with shareholders .
- Board evaluation process includes third‑party interviews and peer assessments led by Singleton, evidencing engagement and continuous improvement .
- No related‑party transactions disclosed for 2024; all Section 16 filings timely .
-
Potential Risk Indicators and RED FLAGS:
- Tenure since 1998 indicates very long service; while it provides deep institutional knowledge, investors may monitor for refreshment balance; Board reports ongoing refreshment actions and average independent director tenure of ~9.42 years with recent additions .
- Executive Committee chaired by Singleton had no meetings in 2024; oversight remains driven by standing independent committees (Audit/Comp/NomGov) .
- No specific red flags identified: no related‑party transactions, hedging/pledging prohibited, compensation interlocks absent, and strong say‑on‑pay support (97% in 2024) reflecting broader confidence in governance and pay practices .
Overall signal: Singleton’s Lead Director role, independence, committee service, and ownership alignment support investor confidence; absence of conflicts and robust governance processes reduce risk. Investors should continue to evaluate board refreshment dynamics given his long tenure .