Snap-on Inc
For the period ended Dec 28, 2024. Filed Mar 12, 2025.
View on SEC.govAbout this filing
What shareholders are asked to vote on at a company's meeting. It is where to find what directors and top executives are paid, and who owns the most shares.
Dec 28, 2024 · Filed Mar 12, 2025
SNA$367.22+0.2%Stored close · as of Nov 6, 2026
Contents
PROXY STATEMENT
TABLE OF CONTENTS
| COMMONLY ASKED QUESTIONS AND ANSWERS ABOUT THE ANNUAL MEETING | 1 |
|---|---|
| ITEM 1: ELECTION OF DIRECTORS | 5 |
| CORPORATE GOVERNANCE PRACTICES AND BOARD INFORMATION | 8 |
| Nomination of Directors | 8 |
| Communications with the Board | 9 |
| Annual Meeting Attendance | 9 |
| Board Information | 9 |
| Insider Trading Policy | 11 |
| Sustainability Commitment | 11 |
| Human Capital Management | 14 |
| Board Compensation | 14 |
| Table 1—Director Compensation | 15 |
| Stock Ownership Guidelines for Directors | 16 |
| ITEM 2: RATIFY THE AUDIT COMMITTEE’S SELECTION OF DELOITTE & TOUCHE LLP AS THE COMPANY’S INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM FOR FISCAL 2025 | 17 |
| AUDIT COMMITTEE REPORT | 17 |
| DELOITTE & TOUCHE LLP FEE DISCLOSURE | 18 |
| SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT | 19 |
| Table 2—Security Ownership of Certain Beneficial Owners and Management | 19 |
| EXECUTIVE COMPENSATION | 21 |
| Compensation Discussion and Analysis | 21 |
| Compensation Committee Report | 39 |
| Executive Compensation Information | 40 |
| Table 3—Summary Compensation Table | 40 |
| Table 4—Grants of Plan-Based Awards | 42 |
| Table 5—Outstanding Equity Awards at Fiscal Year-End | 43 |
| Table 6—Option Exercises and Stock Vested | 45 |
| Table 7—Pension Benefits | 45 |
| Table 8—Non-qualified Deferred Compensation | 47 |
| Potential Payments on Change of Control and Other Employment-related Agreements | 48 |
| Table 9—Potential Payments on Change of Control | 49 |
| PAY RATIO DISCLOSURE | 50 |
| PAY VERSUS PERFORMANCE | 50 |
| COMPENSATION AND RISK | 53 |
| ITEM 3: ADVISORY VOTE TO APPROVE EXECUTIVE COMPENSATION | 54 |
| OTHER INFORMATION | 54 |
| APPENDIX A—CATEGORICAL STANDARDS FOR DIRECTOR INDEPENDENCE | A-1 |
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