Magnus Welander
YETI HoldingsAbout J. Magnus Welander
Independent Class III director at YETI appointed effective March 24, 2025, with an initial term expiring at the 2027 annual meeting. Former CEO of Thule Group AB, with prior senior roles at Envirotainer and Tetra Pak; holds a civil engineering degree from Linköping University. The Board has determined he is independent under NYSE and SEC rules; committee assignment to be made by May 1, 2025. Age not disclosed in YETI filings; tenure on YETI’s board begins March 24, 2025 .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Thule Group AB | Chief Executive Officer (former) | Not disclosed | Led global lifestyle/outdoor brand expansion |
| Envirotainer | Group Chief Executive Officer | Not disclosed | Global pharma logistics leadership |
| Tetra Pak | Various managerial positions | Not disclosed | Global operations/packaging experience |
External Roles
| Organization | Role | Tenure | Notes |
|---|---|---|---|
| Mips AB | Chairman of the Board | Not disclosed | Public company board leadership |
| Embellence Group AB | Chairman of the Board | Not disclosed | Public company board leadership |
| Eleiko Group | Chairman of the Board | Not disclosed | Private company; strength equipment |
Board Governance
- Appointment/term: Class III director appointed March 24, 2025; term through 2027 annual meeting .
- Independence: Board determined Welander is independent under NYSE/SEC rules .
- Committees: Board will appoint him to Audit, Compensation, or Nominating & Governance by May 1, 2025 (specific assignment not yet disclosed) .
- Board activity baseline: In 2024, Board met 7 times; each director attended >75% of aggregate Board and committee meetings; executive sessions of independent directors are held with each regular Board meeting (Welander was not on the Board in 2024) .
- Overboarding policy: YETI limits directors to four total public company boards including YETI; Board reviews compliance annually .
Fixed Compensation
| Position/Service | Annual Cash Retainer ($) | Annual Equity RSU/DSU ($) | Committee Chair Fee ($) | Committee Member Fee ($) |
|---|---|---|---|---|
| Non-Employee Director | 75,000 | 145,000 (RSUs/DSUs; pro rata on initial appointment) | Audit 25,000; Comp 20,000; N&G 20,000 | Audit 12,500; Comp 10,000; N&G 10,000 |
- Pro rata application: Cash/equity retainers are pro-rated from initial appointment; Welander will be paid and granted under the standard Non-Employee Director Compensation Policy .
- Product discount: Directors receive a discount on certain YETI products to encourage usage .
Performance Compensation
| Component | Design | Metrics | Vesting |
|---|---|---|---|
| Director equity | Time-based RSUs/DSUs | None (no performance-based awards for directors) | Vest at 1 year or prior to next annual meeting |
Other Directorships & Interlocks
| Company | Type | Role | Potential Interlock/Conflict |
|---|---|---|---|
| Mips AB | Public | Chairman | No related-party transactions disclosed with YETI |
| Embellence Group AB | Public | Chairman | No related-party transactions disclosed with YETI |
| Eleiko Group | Private | Chairman | No related-party transactions disclosed with YETI |
- Related parties: YETI disclosed Welander is not party to transactions requiring Item 404(a) disclosure and has no arrangements beyond the Cooperation Agreement; indemnification to be provided in standard form .
Expertise & Qualifications
- Decades of leadership in global consumer/outdoor brands (Thule CEO), with operational depth in logistics (Envirotainer) and manufacturing (Tetra Pak) .
- Engineering background (civil engineering) supporting product and operational rigor .
- Current public-company chair experience (Mips, Embellence) brings governance discipline and market perspective .
Equity Ownership
- Beneficial ownership: As of March 3, 2025 security ownership table, Welander was not listed (appointment occurred later); his YETI share ownership is not yet disclosed .
- Director stock ownership guidelines: Required ownership equal to at least 5x annual cash retainer (i.e., $375,000 equivalent); until met, must retain 100% of shares from RSU settlement (net of taxes) .
- Anti-hedging/pledging: Directors prohibited from hedging, short sales, and pledging YETI stock; margining YETI securities is prohibited .
Governance Assessment
- Independence and clean related-party profile: Board formally determined Welander is independent; YETI states no Item 404(a) transactions or appointment arrangements beyond the Cooperation Agreement—reducing conflict risk .
- Committee placement pending: Appointment to a core committee by May 1, 2025 will clarify oversight scope; his background aligns well with compensation, strategy, and brand governance, but assignment is not disclosed yet .
- Activist cooperation context: The Cooperation Agreement with Engaged Capital adds refreshment and standstill protections (9.9% cap; vote alignment; non-disparagement), which should reduce near-term governance friction; YETI will reimburse Engaged up to $350,000 in expenses, a standard but notable cost item .
- Board process quality: Regular executive sessions, annual assessments, and clearly articulated ownership/anti-hedging policies signal strong governance hygiene; Say-on-Pay support was 95.2% in 2024, indicating shareholder confidence in compensation oversight (relevant to committee work) .
RED FLAGS to monitor:
- Overboarding: YETI limits to four public boards; Welander chairs multiple boards (Mips, Embellence) plus YETI—currently appears within policy, but ongoing load should be monitored for attendance/engagement impacts .
- Pending committee and attendance data: No 2024 attendance data for Welander due to timing; confirm 2025 meeting participation once disclosed .