Steve Lawrence
Academy Sports & OutdoorsAbout Steve Lawrence
Steve P. Lawrence is Academy Sports + Outdoors’ Chief Executive Officer (CEO) and a Class I director since June 2023; he is 57 years old and holds a BBA in Finance from the University of Notre Dame . He has 35+ years of retail leadership experience (francesca’s CEO/director; Stage Stores CMO; J.C. Penney merchandising leadership; Foley’s/May Co. merchandising roles) . FY2024 performance under his tenure included net sales of $5.93B and net income of $418.4M, with the company’s TSR value of $411.35 for a fixed $100 investment in 2024; net sales declined 3.7% year-over-year and Adjusted EBIT fell 18.1% year-over-year . Strategic initiatives executed included 16 new store openings, inventory discipline, brand launches (Jordan), and a distribution center WMS conversion, alongside reduced team member turnover .
Past Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| Academy Sports + Outdoors | EVP & Chief Merchandising Officer | Feb 2019 – Jun 2023 | Drove merchandising, planning & allocation, private brands, marketing/advertising, and customer loyalty initiatives supporting store growth and omnichannel expansion . |
| francesca’s | President & CEO; Director | Oct 2016 – Jan 2019 | Led turnaround efforts and board oversight for a specialty retailer . |
| Stage Stores | Chief Merchandising Officer | May 2012 – Sep 2016 | Led merchandising strategy for multi-banner department stores . |
| J.C. Penney | Merchandising leadership roles | ~12 years | Advanced merchandising leadership in a large-format retailer . |
| Foley’s/May Co. | Merchandising roles | ~10 years | Built foundational merchandising and buying experience . |
External Roles
| Organization | Role | Years | Notes |
|---|---|---|---|
| francesca’s | Director | Oct 2016 – Jan 2019 | Prior public company board service; no committee roles disclosed in proxy . |
Fixed Compensation
Multi-year CEO compensation and salary progression:
| Metric | FY2022 | FY2023 | FY2024 |
|---|---|---|---|
| Base Salary ($) | $772,346 | $949,100 | $1,043,269 |
| Target Bonus (% of Salary) | — | 175% (unchanged into 2024) | 175% |
| Actual Bonus Paid ($) | $760,772 | $148,888 | $1,082,612 |
| All Other Compensation ($) | $23,406 | $29,513 | $35,254 |
| Total Compensation ($) | $2,556,499 | $8,627,400 | $8,661,073 |
2024 perquisites detail:
| Perquisite | Amount ($) |
|---|---|
| Financial Planning Services | $12,000 |
| Executive Physical | $2,150 |
| 401(k) Employer Match | $21,104 |
| Total All Other Compensation | $35,254 |
Salary adjustments (year-end levels): CEO salary increased 5.0% from $1,000,000 to $1,050,000 in 2024 .
Performance Compensation
Annual Bonus Plan design (2024): 90% company metrics (Adj. EBIT 45%; Net Sales 45%) and 10% individual performance; payouts range 0–200% of target with a gate requiring ≥80% of Adj. EBIT target .
2024 Company metric actuals and payouts:
| Metric | Weighting | Threshold | Target | Maximum | Actual | Payout as % of Target |
|---|---|---|---|---|---|---|
| Adjusted EBIT ($M) | 45% | $598.74 | $704.40 | $810.06 | $602.18 | 51.6% |
| Net Sales ($B) | 45% | $5.78 | $6.21 | $6.52 | $5.93 | 68.2% |
| Individual Performance | 10% | — | — | — | Achieved threshold | 5.0% |
CEO bonus computation (2024):
| Component | Value |
|---|---|
| Year-end Base Salary ($) | $1,050,000 |
| Target Bonus (%) | 175% |
| Company Metrics Achievement | 53.9% of target |
| Individual Achievement | 5.0% of target |
| Overall Achievement | 58.9% of target |
| Final Bonus Paid ($) | $1,082,612 |
Long-term equity program and 2024 grants:
| Grant Type | Grant Date | Target Units | Grant-Date Fair Value ($) | Performance Metrics | Vesting |
|---|---|---|---|---|---|
| Performance RSUs | 3/26/2024 | 49,633 | $3,249,969 | 3-year cumulative Adjusted Pre-Tax Income (≈75%) and ROIC (≈25%); earn 0–200% with linear interpolation between 85%–115% of target | Cliff vest after FY2024–FY2026 performance period, subject to service |
| Time-based RSUs | 3/26/2024 | 49,633 | $3,249,969 | N/A | Ratable over 3 years (service-based) |
Stock awards vested in FY2024 (value realized):
| Name | Shares Vested (#) | Value ($) |
|---|---|---|
| Steve Lawrence | 27,826 | $1,528,275 |
Program shifts: In 2024 the Committee eliminated stock options for NEOs; awards are now 50% performance RSUs and 50% time-based RSUs, aligning with long-term shareholder interests .
Equity Ownership & Alignment
Beneficial ownership (as of April 10, 2025):
| Holder | Shares Beneficially Owned | % of Outstanding |
|---|---|---|
| Steve Lawrence | 305,378 | <1% |
Outstanding equity awards at FY2024 year-end (selected CEO lines):
| Grant Date | Options Exercisable (#) | Options Unexercisable (#) | Exercise Price ($) | Option Expiry | Time RSUs Unvested (#) | Time RSUs MV ($) | Performance RSUs (Unearned) (#) | Performance RSUs MV ($) |
|---|---|---|---|---|---|---|---|---|
| 3/31/2021 | 42,632 | 14,211 | 26.99 | 3/31/2031 | — | — | — | — |
| 3/30/2022 | — | — | — | — | 1,991 | $104,149 | 540 | $28,247 |
| 3/21/2023 | 4,176 | 8,353 | 64.67 | 3/21/2033 | 3,866 | $202,230 | — | — |
| 6/9/2023 | 20,064 | 40,128 | 50.42 | 6/9/2033 | 19,834 | $1,037,517 | — | — |
| 3/26/2024 | — | — | — | — | 49,633 | $2,596,302 | 49,633 | $2,596,302 |
Alignment mechanisms and policies:
- CEO stock ownership guideline: 5.0x base salary; all currently employed NEOs are in compliance or within the 5-year timeframe .
- Hedging and pledging of Company stock are prohibited; pre-clearance by Legal is required for director/officer trades .
- No pensions or non-qualified deferred compensation for executive officers; no tax gross-ups on severance/CIC payments .
Employment Terms
Key severance and change-in-control (CIC) provisions for Steve Lawrence:
| Item | Without Cause / Good Reason | Following Change of Control (double-trigger within 24 months) | Death or Disability |
|---|---|---|---|
| Cash Severance (Salary + Avg Bonus) | $3,009,660 | $3,009,660 | — |
| Pro-Rata Bonus | $148,888 (prior-year pro-rata per CEO-specific rule) | $148,888 | Prior-year bonus if due |
| COBRA Insurance (lump-sum equiv.) | $56,609 | $56,609 | — |
| Life Insurance (premium equiv.) | $540 | $540 | — |
| Accelerated Vesting – Options | — | $703,037 | $531,430 |
| Accelerated Vesting – Time RSUs | — | $3,836,049 | $1,485,290 |
| Accelerated Vesting – Performance RSUs | — | $6,419,536 | $3,344,823 |
| Total Illustrated | $3,215,697 | $14,174,319 | $5,361,543 |
Other contract terms:
- Restrictive covenants include confidentiality/non-disparagement, and non-compete/non-solicit/no-hire up to 24 months post-termination .
- No enhanced cash severance in connection with CIC; equity acceleration requires a qualifying termination within 24 months of CIC (double-trigger) .
Board Governance
Board service and independence:
- Lawrence is a Class I director with term expiring at the 2027 Annual Meeting; he does not serve on Board committees (committees are entirely independent) .
- Leadership structure is separated: Ken C. Hicks serves as non-employee Chairman; Tom M. Nealon is Lead Independent Director with defined oversight duties, mitigating dual-role concerns of CEO + director .
- 2024 attendance: all directors met at least 75% attendance; independent directors held executive sessions at least twice .
Committee landscape and compensation governance:
- Compensation Committee: independent members (Chair Beryl Raff, Tom Nealon, Jeff Tweedy); uses FW Cook as independent consultant; conducts annual risk assessment and oversees clawback and ownership guidelines .
Director compensation note:
- The CEO does not receive additional compensation for director service; non-employee director pay and RSU program are disclosed separately .
Say-on-Pay & Shareholder Feedback
- 2024 Say-on-Pay vote (for 2023 compensation): over 98% support; the Committee made no program changes in response .
- Expanded off-season stockholder engagement in 2024 informed governance proposals to declassify the Board by 2028 and remove supermajority voting provisions, both subject to 2025 stockholder approval .
Compensation Peer Group
- The Committee made no changes to the 2024 peer group from 2023; peer data informs pay levels and design via public filings benchmarking .
Investment Implications
- Alignment: High at-risk pay mix with 50% PSUs tied to 3-year Adjusted Pre-Tax Income and ROIC and 50% time RSUs; options eliminated in 2024, reducing risk-taking incentives while maintaining long-term alignment .
- Performance linkage: 2024 bonus payout at 58.9% of target reflects below-target Adj. EBIT and Net Sales outcomes, indicating functioning pay-for-performance mechanics .
- Retention and overhang: Significant unvested equity and double-trigger CIC terms promote retention; 2024 vesting of 27,826 shares indicates ongoing equity realization that could create ancillary selling pressure for tax withholding, though hedging/pledging are prohibited and all trades require pre-clearance .
- Governance quality: Separation of Chair/CEO roles, strong Lead Independent Director mandate, independent committees, clawback policy, and strict insider trading restrictions reduce governance risk; high Say-on-Pay approval signals investor acceptance of pay design .