TriMas Grants Stock Awards to New CEO Thomas Snyder

TriMas Grants Equity Awards to New President and CEO Thomas Snyder as Inducement for Executive Appointment

TriMas (NASDAQ: TRS), a diversified global manufacturer of engineered products serving a variety of end markets, has announced the approval and issuance of equity-based inducement awards to Thomas Snyder, the newly appointed President and Chief Executive Officer of the Company. These equity grants were made in alignment with TriMas’ executive compensation strategy to attract, retain, and motivate high-caliber leadership capable of driving the company’s strategic objectives forward.

The Company previously disclosed this decision in a Current Report on Form 8-K filed with the Securities and Exchange Commission (SEC) on June 9, 2025. In accordance with Rule 5635(c)(4) of the Nasdaq Stock Market Listing Rules, these awards were granted as an inducement for Mr. Snyder to accept his position as TriMas‘ top executive and were approved by the Board of Directors and its Compensation Committee. The official grant date for the awards was June 24, 2025.

Overview of the Inducement Grant Structure

As part of the inducement package designed to incentivize Mr. Snyder’s leadership and align his interests with those of TriMas shareholders, the grant includes two key components:

  1. A time-based, premium-priced non-qualified stock option (NQSO) award to purchase up to 900,000 shares of TriMas’ common stock.
  2. A time-based restricted stock unit (RSU) award consisting of 152,439 restricted stock units.

Importantly, both awards were granted outside of the TriMas Corporation 2023 Equity and Incentive Compensation Plan, as permitted under Nasdaq inducement award rules. These grants are contingent upon Mr. Snyder’s continued employment and are governed by the specific terms set forth in each award agreement.

Details of the Stock Option Award

The non-qualified stock option award granted to Mr. Snyder is structured into five distinct tranches, each with its own strike price and vesting schedule. The detailed breakdown is as follows:

  • Tranche 1: 100,000 shares with an exercise price of $30 per share
  • Tranche 2: 200,000 shares at an exercise price of $35 per share
  • Tranche 3: 200,000 shares at an exercise price of $40 per share
  • Tranche 4: 200,000 shares at an exercise price of $45 per share
  • Tranche 5: 200,000 shares at an exercise price of $50 per share

Each tranche is structured to vest ratably over five years beginning from the grant date, providing a long-term incentive for Mr. Snyder to lead the Company’s sustained performance and shareholder value creation. This vesting schedule helps promote executive retention and encourages long-term alignment with the Company’s strategic goals.

The stock option award carries a 10-year term from the grant date, meaning Mr. Snyder has up to a decade to exercise his options, subject to meeting applicable vesting conditions.

Provisions for Accelerated Vesting

To provide protection and clarity in cases of unexpected termination or significant corporate events, the stock option award includes special provisions for accelerated or pro-rata vesting in specific circumstances:

  • In the event of death or disability, or involuntary termination without cause or for good reason, Mr. Snyder may receive pro-rata vesting for the portion of each tranche that would otherwise remain unvested.
  • A “double-trigger” vesting clause is in place, providing for the acceleration of vesting in the event of a change in control of TriMas, provided the change is accompanied by Mr. Snyder’s involuntary termination or resignation for good reason. This also includes anticipatory terminations that occur within 90 days prior to a change in control event.

These provisions are consistent with prevailing executive compensation best practices, ensuring leadership continuity during times of organizational transition or unforeseen executive departure.

Details of the Restricted Stock Unit (RSU) Award

In addition to the stock options, Mr. Snyder received an award of 152,439 time-based restricted stock units. These RSUs represent a promise by the Company to deliver shares of TriMas common stock upon vesting, assuming Mr. Snyder remains employed with the Company.

TriMas

The RSU grant is designed with a three-year ratable vesting schedule, meaning one-third of the units will vest on each anniversary of the grant date over the next three years. This schedule aligns with standard long-term incentive practices across public companies and helps ensure that Mr. Snyder’s interests remain in alignment with the long-term performance of TriMas.

RSU Accelerated Vesting Conditions

Similar to the stock option award, the RSU grant includes provisions for accelerated vesting in certain conditions:

  • Full acceleration may occur in the event of termination due to death or disability.
  • In the case of involuntary termination without cause or termination for good reason, accelerated vesting may also apply, subject to terms outlined in the award agreement.
  • The RSU grant is also subject to double-trigger vesting upon a change in control of the Company, consistent with the protections included in the stock option grant.

These terms reflect TriMas’ commitment to fair and competitive executive compensation practices while safeguarding the interests of both the executive and shareholders during key transitional events.

Strategic Importance of the Inducement Grant

The equity awards granted to Mr. Snyder are designed not only to attract and retain top-tier executive talent but also to ensure that his compensation is tied directly to the Company’s long-term success and shareholder value. By incorporating premium-priced stock options, TriMas signals a strong belief in its future growth potential, while also encouraging Mr. Snyder to drive performance that significantly exceeds current levels.

The design of the inducement package sends a clear message to stakeholders: the Company is investing in leadership that can deliver transformational growth and operational excellence. The graduated pricing of stock options—from $30 to $50 per share—sets a high-performance bar, rewarding Mr. Snyder only if shareholder value meaningfully increases over time.

About Thomas Snyder

Thomas Snyder brings a wealth of experience and leadership to TriMas, having held various senior executive roles in the industrial, manufacturing, and public company sectors. His appointment as President and CEO marks a significant step in TriMas’ growth journey as it aims to strengthen its position in its core markets and expand its global footprint.

About TriMas

TriMas is a diversified manufacturer of engineered products, supplying highly engineered components and products to customers in the consumer products, aerospace, and industrial markets worldwide. The Company operates through several business segments, each focused on delivering innovative solutions, high-quality manufacturing, and exceptional service. Headquartered in Bloomfield Hills, Michigan, TriMas operates a global network of manufacturing and distribution facilities to serve its customers with speed and efficiency.

About TriMas

TriMas manufactures a diverse set of products primarily for the consumer products, aerospace and industrial markets through its TriMas Packaging, TriMas Aerospace and Specialty Products groups. Our approximately 3,900 dedicated employees in 13 countries provide customers with a wide range of innovative and quality product solutions through our market-leading businesses. Our TriMas family of businesses has strong brand names in the markets served, and operates under a common set of values ​​and strategic priorities under the TriMas Business Model. TriMas is publicly traded on the NASDAQ under the ticker symbol “TRS,” and is headquartered in Bloomfield Hills, Michigan. For more information, please visit www.trimas.com .

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