Rick Doody
About Rick Doody
Independent director of Arhaus, Inc. (ARHS); age 66; director since 2021; current term expires at the 2026 annual meeting. Background as founder, CEO and later chairman of Bravo/Brio Restaurant Group (1992–2018), with ongoing entrepreneurial roles in several Cleveland-area restaurant concepts; active in the World Presidents’ Organization (WPO). The board classifies him as independent under Nasdaq rules. Attendance: participated in >75% of aggregate Board and committee meetings in 2024; did not attend the 2024 annual meeting.
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Bravo/Brio Restaurant Group (BBRG) | Founder; CEO; Chairman | 1992–2018 | Led national restaurant platform through IPO-to-sale lifecycle; operational and site selection expertise cited in ARHS director qualifications. |
| Various Cleveland restaurant concepts (Cedar Creek Grille, 17 River Grille, Lindey’s Lake House, Jojo’s Bar, Bar Italia) | Owner/Operator | Ongoing | Multi-concept operating experience; local market real estate and site selection exposure. |
External Roles
| Organization | Role | Tenure | Notes |
|---|---|---|---|
| Lindey’s | Board member | Not disclosed | Private company board. |
| Stella Maris Rehabilitation Center | Board member | Not disclosed | Non-profit board. |
| Boys & Girls Club of Cleveland | Board member | Not disclosed | Non-profit board. |
| World Presidents’ Organization (WPO) | Member | Ongoing | Executive leadership network. |
Board Governance
- Board structure: Combined CEO/Chair (John Reed) with an Independent Lead Director (Albert Adams). Board size: 10.
- Independence: Board affirmatively determined Rick Doody is independent under Nasdaq rules.
- Attendance and engagement: Board met 8 times in 2024; each director attended >75% of Board/committee meetings; all directors attended the 2024 annual meeting except Mr. Doody (missed).
- Committee assignments (2024 activity shown):
- Audit Committee (9 meetings): Member (not chair); not designated an “audit committee financial expert” (Burgdoerfer and Kyees are).
- Nominating & Corporate Governance Committee (5 meetings): Member (chair is Andrea Hyde).
- Real Estate Committee (3 meetings): Member (chair is Gary Lewis).
- Technology Committee (1 meeting, established Nov 2024): Not a member.
Fixed Compensation
| Component (Director) | 2024 Amount | Notes |
|---|---|---|
| Annual cash retainer | $80,000 | Standard for non-employee directors (excludes committee chair/lead director premia). |
| Committee chair fees | $0 | Audit Chair +$20,000; other committee chairs +$15,000; Doody did not chair a committee. |
| Lead Independent Director fee | $0 | +$30,000 applies to Lead Director (Adams), not Doody. |
| Meeting fees | $0 | Not disclosed/none; compensation delivered via retainers and equity. |
| Total cash | $80,000 | Sum of items above. |
- Program design: Non-employee directors (other than Roth) received a 2024 RSU grant with $110,000 grant date value (May 16, 2024; vests in full after one year; accelerated vesting if director service ends other than removal per bylaws).
Performance Compensation
| Equity Award | Grant date | Shares | Grant-date fair value | Vesting/methodology |
|---|---|---|---|---|
| RSUs (annual director grant) | 2024-05-16 | 6,700 | $110,014 | Vests 100% one year from grant (time-based); not performance-conditioned. |
- No performance metrics apply to director equity; awards are time-based RSUs.
Other Directorships & Interlocks
| Public Company | Role | Committee roles | Interlocks/Notes |
|---|---|---|---|
| None disclosed | — | — | No current public company directorships disclosed for Doody. |
- Compensation Committee interlocks: Company discloses none among current Compensation Committee and other entities’ boards; historical note that director Beargie was CFO of predecessor (1987–1997). Doody is not on the Compensation Committee.
Expertise & Qualifications
- Operational and entrepreneurial leadership in multi-unit consumer/restaurant concepts; site selection and local market development.
- Governance: Service on Audit, Nominating & Governance, and Real Estate committees at ARHS. Not designated an audit committee financial expert.
- Board cites his management, operational, and entrepreneurial experience related to restaurant concepts and site selection as qualifications.
Equity Ownership
| Item | Amount/Status | As-of/Details |
|---|---|---|
| Beneficial ownership (Class A) | 73,671 shares | As of March 17, 2025; <1% of outstanding. |
| Unvested RSUs | 6,700 units | As of March 17, 2025; vest within 60 days (May 16, 2025). |
| Hedging/pledging | Prohibited for directors | Insider Trading Policy bans hedging, short sales, and pledging by officers and directors. |
Insider Trades (Rick Doody – Form 4 history)
| Trade date | SEC Form 4 link | Transaction | Shares | Price | Notes | |---|---|---:|---:|---| | 2025-05-16 | https://www.sec.gov/Archives/edgar/data/1875444/000187544425000103/0001875444-25-000103-index.htm | Code M (settlement/vesting) | 6,700 | — | Annual director RSUs vesting/settlement. | | 2024-05-18 | https://www.sec.gov/Archives/edgar/data/1875444/000187544424000090/0001875444-24-000090-index.htm | Code M (settlement/vesting) | 14,570 | — | Director RSU settlement. | | 2023-03-16 | http://www.sec.gov/Archives/edgar/data/1502299/000187544423000046/xslF345X03/wf-form4_167908526507138.xml | Open-market purchase | 11,500 | $8.84 | Insider buy signal (historical). | | 2022-09-13 | https://www.sec.gov/Archives/edgar/data/1502299/000150229922000004/0001502299-22-000004-index.htm | Open-market purchase | 11,750 | $8.50 | Insider buy. | | 2022-09-01 | https://www.sec.gov/Archives/edgar/data/1502299/000150229922000002/0001502299-22-000002-index.htm | Open-market purchase | 11,750 | $8.50 | Insider buy. |
Note: Aggregators confirm the above filings and show no recent insider sales by Doody through mid-2025; broader company insider activity includes sales by other officers/directors.
Related-Party Transactions and Conflicts
- Company policy: Audit Committee reviews and must approve/disapprove all related-party transactions under a formal policy and considers independence implications for directors.
- Disclosed transactions (FY2024) involve founder-related real estate leases (Premier Conover LLC; Pagoda Partners LLC) and an outlet lease involving founder and director Beargie; and a consulting agreement with director Gary Lewis for real estate services ($36,000 in 2024). No transactions involving Doody were disclosed.
Say-on-Pay and Shareholder Feedback (context)
- 2024 say-on-pay approval: ~98% in favor, indicating broad investor support for executive pay design.
- Clawback: Dodd-Frank compliant policy adopted; following 2023 Q3 10-Q restatements, Compensation Committee determined no recovery was required as metrics used for compensation were unaffected.
Governance Assessment
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Strengths
- Independence confirmed; service on key governance committees (Audit; Nominating & Governance; Real Estate).
- Ownership alignment via equity: 73,671 shares plus 6,700 RSUs vesting 2025; director compensation mix skewed to equity (~$110k RSUs vs $80k cash in 2024). Hedging/pledging prohibited.
- Documented related-party review process; no related-party transactions involving Doody disclosed.
-
Watch items
- Attendance: While >75% threshold met, he did not attend the 2024 annual stockholder meeting (optics for investor engagement).
- Not designated an audit committee financial expert; relies on other Audit Committee members for deep financial oversight.
-
Bottom line for investors: Doody brings relevant operating and site selection experience, participates across governance-heavy committees, and maintains equity alignment without hedging/pledging. No apparent conflicts or related-party exposure were disclosed for him; continued monitoring of annual-meeting attendance and committee contributions is warranted to gauge board effectiveness and engagement.