Stoneridge (NYSE: SRI) appoints Scott Humphrey CFO with $475K salary and equity
Filing Impact
Filing Sentiment
Form Type
8-K
Rhea-AI Filing Summary
Stoneridge, Inc. has appointed Scott R. Humphrey as Chief Financial Officer and Treasurer, effective June 8, 2026, making him the company’s principal financial officer. Interim CFO and Treasurer Robert J. Hartman, Jr. will step down from those interim roles and continue as Chief Accounting Officer.
Humphrey brings more than 25 years of international finance and operations experience, including prior CFO roles at Fox Factory Holding Corp., Hibbett Sports and Ciner Resources LP. Under his offer letter, he will receive a $475,000 annual base salary, a target annual bonus equal to 75% of base salary, and a sign‑on equity grant valued at $300,000 in restricted stock units that vest over three years. He is also eligible for annual long‑term incentive grants targeted at 90% of base salary, participation in the company’s Severance Plan, and a Change in Control Agreement that provides 24 months of base salary and benefits continuation under a double‑trigger provision. Stoneridge will pay a $75,000 lump sum for relocation, subject to repayment if he leaves or is terminated for cause within two years.
Positive
- None.
Negative
- None.
8-K Event Classification
2 items: 5.02, 9.01
2 items
Item 5.02
Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers
Governance
Key personnel changes including departures, elections, or appointments of directors and executive officers.
Item 9.01
Financial Statements and Exhibits
Exhibits
Financial statements, pro forma financial information, and exhibit attachments filed with this report.
Key Figures
CFO base salary: $475,000 per year
Annual bonus target: 75% of base salary
Sign-on equity grant: $300,000 RSUs
+3 more
6 metrics
CFO base salary
$475,000 per year
Annual base salary for Scott Humphrey as CFO
Annual bonus target
75% of base salary
Target bonus under annual incentive plan for CFO
Sign-on equity grant
$300,000 RSUs
Restricted stock units, vesting ratably over three years
Long-term incentive target
90% of base salary
Target value of annual long-term incentive grants
Change in control protection
24 months salary and benefits
Continuation under double-trigger Change in Control Agreement
Relocation payment
$75,000 lump sum
Relocation expenses, subject to repayment if he leaves within two years
Key Terms
Long-Term Incentive Plan, restricted stock units, Severance Plan, Change in Control Agreement, +1 more
5 terms
Long-Term Incentive Plan financial
"under the Company’s Long-Term Incentive Plan"
A long-term incentive plan is a company program that pays executives or employees with stock, options, or cash tied to multi-year performance goals, where the rewards become theirs only after meeting conditions over time. Think of it as a delayed bonus or retirement-style reward that aligns employees’ interests with shareholders by encouraging them to boost long-term value; investors watch these plans because they affect pay costs, share dilution and management incentives.
restricted stock units financial
"a special sign-on equity grant equal in market value to $300,000 of restricted stock units"
Restricted stock units are a type of company reward where employees are promised shares of stock, but they only fully own these shares after meeting certain conditions, like staying with the company for a set time. They matter because they can become valuable assets and are often used to motivate employees to help the company succeed.
Severance Plan financial
"Mr. Humphrey will also be eligible to participate the Company’s Severance Plan"
A severance plan is a company policy that spells out the pay, benefits and other support employees receive if their jobs are ended, voluntarily or involuntarily. For investors it matters because these plans create predictable cash costs and legal obligations—like a planned payout schedule or a shoe-box emergency reserve—and can signal how well management handles workforce changes, governance risk and future cash flow needs.
Change in Control Agreement financial
"will receive a customary Change in Control Agreement that provides for 24-month base salary"
double trigger provision financial
"subject to a double trigger provision (change in control and loss of position within 24 months"
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): June 3, 2026
(Exact Name of Registrant as Specified in its Charter)
| (State or Other Jurisdiction of Incorporation) | (Commission File Number) | (I.R.S. Employer Identification No.) | ||||||
(Address of Principal Executive Offices, and Zip Code)
(248 ) 489-9300
Registrant’s Telephone Number, Including Area Code
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):
| Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) | |||||
| Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) | |||||
| Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) | |||||
| Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) | |||||
Securities registered pursuant to Section 12(b) of the Act:
| Title of each class | Trading Symbol(s) | Name of each exchange on which registered | ||||||
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
| Emerging growth company | ||||||||
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. o
ITEM 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
(b) Departure of Principal Officer
Effective June 8, 2026, Robert J. Hartman, Jr. will cease to serve as Interim Chief Financial Officer and Treasurer of Stoneridge, Inc. (the “Company”) in connection with the appointment of a permanent Chief Financial Officer and Treasurer as described below. Mr. Hartman will continue to serve as the Company’s Chief Accounting Officer.
(c) Appointment of Principal Officer
On June 3, 2026, the Board of Directors (the “Board”) of the Company appointed Scott R. Humphrey, age 55, as Chief Financial Officer and Treasurer of the Company, effective June 8, 2026. In his capacity as Chief Financial Officer and Treasurer, Mr. Humphrey will serve as the Company’s principal financial officer.
Mr. Humphrey has over 25 years of progressive experience in international finance and operations management within both public and private equity-owned companies. From 2023 until joining the Company Mr. Humphrey was not employed. During this period, he focused on personal matters and professional development. From 2020 to 2023, Mr. Humphrey served as Chief Financial Officer and Treasurer of Fox Factory Holding Corp. (NASDAQ: FOXF), a global leader in the design and manufacture of specialty sports and on- and off-road vehicles with annual revenues in excess of $1.6 billion, where he led a global finance and accounting team of more than 125 employees. From 2019 to 2020, Mr. Humphrey served as Interim Chief Financial Officer of Hibbett Sports, Inc. (NASDAQ: HIBB), an athletic-inspired fashion retailer with over 1,100 stores and more than $1 billion in annual revenues. Prior to those roles, Mr. Humphrey held positions of increasing responsibility, including Chief Financial Officer and Treasurer of Ciner Resources LP (NYSE: CINR) from 2013 to 2018 and Corporate Treasury Director of Schweitzer-Mauduit International, Inc. (NYSE: SWM) from 2009 to 2013.
Mr. Humphrey holds a Master of Business Administration from Georgetown University and a Bachelor of Science in Finance from Boston College. He is a Certified Treasury Professional and a Six Sigma Certified Green Belt.
Other than the compensation summarized below, there are no arrangements or understandings between Mr. Humphrey and any other person pursuant to which Mr. Humphrey was appointed as Chief Financial Officer and Treasurer. There are no family relationships between Mr. Humphrey and any director or executive officer of the Company. There are no transactions in which Mr. Humphrey has an interest requiring disclosure under Item 404(a) of Regulation S-K.
In connection with Mr. Humphrey’s appointment, the Company entered into an offer letter with Mr. Humphrey, dated May 14, 2026 (the “Offer Letter”). Pursuant to the Offer Letter, Mr. Humphrey will receive an annual base salary of $475,000, will be eligible to participate in the Company’s annual incentive plan with a target bonus opportunity of 75% of his base salary, and will receive a special sign-on equity grant equal in market value to $300,000 of restricted stock units that vests ratably on the anniversary of the date of grant over a three year period under the Company’s Long-Term Incentive Plan. In addition, he will be eligible to participate in annual grants under the Long-Term Incentive with a target of 90% of his then current base salary. Mr. Humphrey will also be eligible to participate the Company’s Severance Plan and will receive a customary Change in Control Agreement that provides for 24-month base salary and benefits continuation, subject to a double trigger provision (change in control and loss of position within 24 months. He will also be eligible to participate in the Company’s employee benefit plans generally available to the Company’s executive officers. He will also receive a lump sum payment of $75,000 to cover relocation expenses which shall be grossed up and which payment will be subject to full repayment if Mr. Humphrey voluntarily separates or is terminated for cause within two years. The foregoing description of the Offer Letter does not purport to be complete and is qualified in its entirety by reference to the full text of the Offer Letter, which is filed as Exhibit 10.1 to this Current Report on Form 8-K and is incorporated herein by reference.
A copy of the press release issued by the Company announcing Mr. Humphrey's appointment is attached hereto as Exhibit 99.1 and is incorporated herein by reference.
ITEM 9.01 Financial Statements and Exhibits.
(d) Exhibits
| Exhibit No. | Description | ||||
| 10.1 | Offer Letter, dated May 14, 2026, between Stoneridge, Inc. and Scott R. Humphrey* | ||||
| 99.1 | Press Release of Stoneridge, Inc., dated June 3, 2026 | ||||
| 104 | Cover Page Interactive Data File (the Cover Page Interactive Data File is embedded within the Inline XBRL document) | ||||
* Indicates a management contract or compensatory plan or arrangement.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| Stoneridge, Inc. | |||||
| Date: June 3, 2026 | /s/ Robert J. Hartman Jr. | ||||
Robert J. Hartman Jr. Interim Chief Financial Officer and Treasurer (Principal Financial Officer) | |||||
Exhibit 99.1
Stoneridge Appoints Scott Humphrey as Chief Financial Officer
NOVI, Mich. — June 3, 2026 — Stoneridge, Inc. today announced the appointment of Scott Humphrey to the position of chief financial officer and treasurer. Humphrey will oversee the company’s global finance organization and help advance the continued focus on operational excellence, strategic growth and delivering long-term value for our customers, employees and shareholders.
Humphrey is a seasoned financial executive with more than 25 years of progressive experience in international finance, treasury and operations management within both public and private equity owned companies. Most recently, he served as Chief Financial Officer at Fox Factory Holding Corporation, a global leader in the design and manufacture of specialty sports and on- and off-road vehicles. During his tenure, he played a key role in supporting the company’s rapid growth, leading acquisitions, enhancing financial infrastructure, and helping scale operations globally. He was also instrumental in aligning finance functions across the organization and building systems and processes to support long-term growth and operational excellence.
Humphrey earned a bachelor’s degree in finance from Boston College and an MBA from Georgetown University.
“Scott’s appointment further strengthens our executive team at a pivotal stage in Stoneridge’s growth,” said Natalia Noblet, President and CEO of Stoneridge. “His extensive financial leadership experience, strategic mindset and proven track record of driving growth will be invaluable as we continue advancing our business and positioning Stoneridge for long-term success and profitability.”
Prior to Fox Factory, Humphrey served as interim CFO at Hibbett Sports and previously held the CFO role at Ciner Resources LP, where he gained extensive experience in capital markets, financial planning, treasury management, mergers and acquisitions, and operational strategy.
“I am honored to step into the role of CFO and look forward to joining Stoneridge as we continue to improve profitability and unlock the full potential of our portfolio of advanced technologies,” said Scott Humphrey, CFO of Stoneridge. “I am committed to driving efficiencies and bringing a disciplined, value-creation mindset to deliver sustainable long-term performance.”
The company would also like to thank Bob Hartman for serving as Interim Chief Financial Officer since April 1, 2026. Since then, Hartman has provided steady leadership and continuity across the finance organization, helping ensure a seamless transition. Hartman will continue in his role as Chief Accounting Officer, where his expertise and leadership will remain instrumental in the company’s continued success.
About Stoneridge, Inc.
Stoneridge, Inc., headquartered in Novi, Michigan, is a global supplier of safe and efficient electronic systems and technologies. Our systems and products power vehicle intelligence, while enabling safety and security for on- and off-highway transportation sectors around the world. Additional information about Stoneridge can be found at www.stoneridge.com.
Contact:
Samantha Simmerson
Stoneridge, Global Marketing & Communications
Samantha.Simmerson@Stoneridge.com
FAQ
Who has Stoneridge (SRI) appointed as its new Chief Financial Officer?
Stoneridge appointed Scott R. Humphrey as Chief Financial Officer and Treasurer. He becomes the company’s principal financial officer, bringing over 25 years of experience in international finance, treasury and operations, including prior CFO roles at Fox Factory Holding Corp., Hibbett Sports and Ciner Resources LP.
When does the new CFO appointment at Stoneridge (SRI) become effective?
Scott Humphrey’s appointment as Chief Financial Officer and Treasurer is effective June 8, 2026. On that date, interim CFO and Treasurer Robert J. Hartman, Jr. will cease serving in those interim roles and will continue as Stoneridge’s Chief Accounting Officer.
What is the compensation package for Stoneridge (SRI) CFO Scott Humphrey?
Scott Humphrey will receive a $475,000 annual base salary and target bonus of 75% of salary. He also receives a $300,000 restricted stock unit sign‑on grant, is eligible for long‑term incentives targeting 90% of salary, and a $75,000 relocation lump‑sum payment.
What equity incentives will Scott Humphrey receive as Stoneridge (SRI) CFO?
Humphrey will receive a $300,000 sign‑on restricted stock unit grant vesting over three years. In addition, he will be eligible for annual long‑term incentive grants under Stoneridge’s Long‑Term Incentive Plan, with a target value equal to 90% of his then‑current base salary.
What are the key change in control and severance terms for Stoneridge (SRI) CFO?
Scott Humphrey will participate in Stoneridge’s Severance Plan and receive a Change in Control Agreement. The agreement provides 24 months of base salary and benefits continuation under a double‑trigger structure, requiring both a change in control and loss of position within 24 months.
What happens to interim CFO Robert J. Hartman at Stoneridge (SRI)?
Robert J. Hartman, Jr. will cease serving as Interim CFO and Treasurer on June 8, 2026. He will continue in his position as Chief Accounting Officer, where Stoneridge notes his expertise and leadership will remain important to the company’s ongoing success.