Pep Boys 2011 Annual Report Download - page 12

6
(ITEM 1) ELECTION OF DIRECTORS
What is the makeup of the Board of Directors?
Our Board of Directors currently consists of nine members, eight non-management directors and our President &
Chief Executive Officer. Seven of our current directors have been nominated for re-election. Two of our directors
have decided to retire, rather than seek re-election. In accordance with our bylaws, our Board of Directors will be
reduced to seven members until such time as additional directors, if any, are identified for appointment to our Board.
Nominees for Election
The Board of Directors proposes that the following nominees be elected. If elected, each nominee will serve a
one-year term expiring at the 2013 Annual Meeting and until such director’s successor has been duly elected and
qualified. Each of the nominees has consented to serve, if elected. Unless contrary instructions are given, the proxy
holders named on the enclosed proxy card will vote for the election of these nominees. If any nominee becomes
unavailable to serve as a director, the proxy holders will vote for the election of any substitute nominee designated
by the Board.
The nominees standing for election are:
Jane Scaccetti Director since 2002
Ms. Scaccetti, 58, a CPA, is the Chief Executive Officer of Drucker & Scaccetti PC, a public accounting and
business advisory firm, of which she has a been a principal since 1990. During the past five years, Ms. Scaccetti
served as a director of Di Giorgio Corporation and Nutrition Management Services Company. Ms. Scaccetti’s
financial expertise, public-company director experience, familiarity with Pep Boys’ business garnered through her
tenure as a Director and diversity were the primary qualifications resulting in her nomination for re-election.
John T. Sweetwood Director since 2002
Mr. Sweetwood, 64, is a principal and the President of Woods Investment, LLC, a private real estate investment
firm. From 1995 through 2002, Mr. Sweetwood served as an officer, and ultimately as President of The Americas,
of Six Continents Hotels (currently, Intercontinental Hotels Group), a division of Six Continents PLC (currently IHG
PLC) that operates hotels under the InterContinental, Crown Plaza, Holiday Inn and other brands. Mr. Sweetwood’s
marketing and service industry expertise,together with his familiarity with Pep Boys’ business garnered through his
tenure as a Director were the primary qualifications resulting in his nomination for re-election.
M. Shân Atkins Director since 2004
Ms. Atkins, 55, a CPA and Chartered Accountant, is Managing Director of Chetrum Capital LLC, a private
investment firm. From 1996 through 2001, Ms. Atkins served as an officer, and ultimately as Executive Vice
President –Strategic Initiatives, of Sears Roebuck & Co. Ms. Atkins currently serves as a director of Spartan Stores,
Inc., Tim Hortons Inc. and True Value Company Ms. Atkins’retail industry, operations, strategic planning and
financial expertise, public-company director experience, familiarity with Pep Boys’ business garnered through her
tenure as a Director and diversity were the primary qualifications resulting in her nomination for re-election.
Robert H. Hotz Director since 2005 and Chairman of the Board since September 2011
Mr. Hotz, 67, is Senior Managing Director, Co-Head of Investment Banking, a member of the Operating
Committee and Co-Chairman of Houlihan Lokey Howard & Zukin, Inc, where he has been employed since 2002.
Mr. Hotz currently serves as a director of Universal Health Services, Inc. Mr. Hotz’ financial, M&A and regulatory
expertise, public-company director experience and familiarity with Pep Boys’ business garnered through his tenure
as a Director were the primary qualifications resulting in his nomination for re-election.