Steven Rendle
Director at BBY
Board
About Steven E. Rendle
Independent director of Best Buy Co., Inc. since March 2021; age 65; B.S. from the University of Washington. Former Chairman, President and CEO of VF Corp. (2017–2022) with over 35 years in outdoor/action sports apparel; brings consumer brand transformation and retail operating expertise. Determined independent under NYSE and company standards; not designated an Audit Committee financial expert .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| VF Corp. | Chairman, President & CEO | 2017–2022 | Led portfolio reshaping, divestitures/spin-offs, acquisitions, HQ relocation; drove purpose-led strategy integrating environmental/social responsibility |
| VF Corp. | President & COO | 2015–2016 | Oversaw global operations during transformation |
| VF Corp. | SVP, Americas | 2014–2015 | Regional leadership across the Americas |
| VF Corp. | Group President, Outdoor & Action Sports, Americas | 2011–2014 | Advanced consumer-minded, retail-centric, digital brand strategy |
| VF Corp. | President, Outdoor Americas | 2009–2010 | Category leadership for outdoor brands |
| The North Face (VF brand) | Brand President | 2004–2010 | Scaled a global performance/outdoor brand |
External Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| — | Other public company boards | — | None disclosed |
Board Governance
- Committee assignments: Audit Committee member; Finance & Investment Policy Committee member .
- Chair roles: None (not a committee chair) .
- Independence and conflicts: Board determined independent; no director-related party transactions; directors prohibited from hedging/pledging BBY stock .
- Attendance and engagement: Each incumbent director attended at least 75% of Board and committee meetings in fiscal 2025; Audit Committee met 9x; Finance & Investment Policy Committee met 4x; independent directors hold executive sessions at each regular Board meeting .
- Stock ownership guideline: Directors must own 10,000 shares and hold granted RSUs until Board departure; all non-management directors were in compliance in fiscal 2025 .
Fixed Compensation
| Component | Amount | Notes |
|---|---|---|
| Annual cash retainer | $100,000 | Fiscal 2025 non-management director retainer |
| Committee chair fees (Audit/Comp/NCGPP/FIPC) | $25,000 / $20,000 / $20,000 / $20,000 | Only for chairs; Rendle is not a chair |
| Non-executive Chair retainer | $65,000 cash + additional equity | Applies to Chair (David Kenny), not Rendle |
| Fees earned (Rendle) | $100,000 | Fiscal 2025 cash actually paid |
Performance Compensation
| Grant Date | Instrument | Number of Units | Grant-Date Fair Value | Vesting | Holding/Dividends |
|---|---|---|---|---|---|
| June 12, 2024 | Restricted Stock Units (RSUs) | 2,258 | $195,046 | Fully vest one year from grant | Must be held until director leaves the Board; dividend equivalents subject to same restrictions |
- Options/PSUs: None disclosed for directors; equity is time-based RSUs (no performance metrics tied to director awards) .
Other Directorships & Interlocks
| Area | Detail |
|---|---|
| Current public company boards | None |
| Interlocks/conflicts | None disclosed; Board states no director-related party transactions |
| Independence status | Independent under SEC/NYSE and BBY guidelines |
Expertise & Qualifications
- CEO/retail/brand transformation expertise from VF Corp.; consumer marketing, digital/e-commerce, CR&S integration .
- Education: University of Washington; brings operational leadership and purpose-led brand strategy .
Equity Ownership
| Measure | Amount | Notes |
|---|---|---|
| Total beneficial ownership | 10,526 shares/units | As of March 31, 2025; for directors, figure represents RSUs convertible to shares if the director left the Board within 60 days |
| Unvested RSUs | 2,332 units | As of February 1, 2025 |
| Deferred (vested, held until departure) RSUs | 8,277 units | As of February 1, 2025 |
| Ownership as % of shares outstanding | ~0.005% | 10,526 ÷ 211,685,537 shares outstanding on April 14, 2025 |
| Hedging/Pledging | Prohibited | Company-wide policy for directors |
| Compliance with ownership guidelines | In compliance | All non-management directors met guidelines in fiscal 2025 |
Governance Assessment
-
Strengths for investor confidence:
- Independent director with deep consumer brand and retail transformation credentials; serves on Audit and Finance & Investment Policy committees, positioning him to contribute to risk/financial oversight and capital allocation .
- No other public boards and no related-party transactions reduces overboarding/interlock risk; anti-hedging/pledging and mandatory RSU holding requirement support alignment .
- Director compensation is standard market structure (cash + time-based RSUs), with RSUs required to be held until departure; total FY2025 compensation $295,046 (cash $100,000; equity $195,046) .
-
Watch items / potential risks:
- Not designated as an Audit Committee “financial expert”; ensure committee composition continues to include multiple financial experts (BBY has three) .
- Attendance disclosed at threshold (≥75% for all incumbents) rather than individual percentages; continue to monitor individual committee engagement .
-
Broader governance signals:
- Strong shareholder support for BBY’s pay program (average Say-on-Pay 93.1% over last five years), indicating confidence in compensation governance framework .
- Section 16(a) compliance: directors and officers complied with reporting requirements in fiscal 2025 (no delinquencies), supporting transparency .