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John Douglas Collier

Director at CULP
Board

About John Douglas Collier

John Douglas Collier (age 58) was nominated by Culp’s investor group (22NW, LP et al.) and elected as an independent director at the September 24, 2025 annual meeting; he previously served as SVP/Chief Commercial Officer and President International at La-Z-Boy (2017–2019), CMO at Sleep Number (2005–2007), and held senior roles at Iomega, GE, Whirlpool, and NIBCO . He filed a Form 3 on September 29, 2025 reporting an initial grant of 13,064 director RSUs tied to continued board service . He is deemed independent under NYSE and Culp categorical standards .

Past Roles

OrganizationRoleTenureCommittees/Impact
La-Z-Boy Incorporated (NYSE: LZB)SVP, Chief Commercial Officer & President International; previously SVP/CMO2017–2019 (CCO/Intl); 2011–2017 (SVP/CMO); 2007–2011 (CMO); 2002–2005 (VP Marketing & Furniture Galleries)Led global strategic planning, product innovation, digital/brand marketing, international business development
Sleep Number Corporation (NASDAQ: SNBR)Chief Marketing Officer & SVP, Marketing2005–2007Marketing leadership in mattress retail category
Iomega; GE; Whirlpool; NIBCOSenior roles (various)Prior to 2002Operations/marketing experience across consumer and industrial companies

External Roles

OrganizationRolePublic/PrivateCommittees
Sauder Woodworking Co.DirectorNot disclosedCompensation Committee
Floyd HomeDirector (prior)Not disclosedNot disclosed
ShoptelligenceDirector (prior)Not disclosedNot disclosed
Stanley FurnitureDirector (prior)Not disclosedNot disclosed
Advisory boardsAdvisorNot disclosedEarly/growth stage companies

Board Governance

  • Independence: Collier is independent; Culp’s Audit, Compensation, and Corporate Governance/Nominating Committees are 100% independent .
  • Committee assignment: Per the June 6, 2025 Cooperation Agreement, Collier is designated to be appointed to the Strategy Committee if elected; the committee develops recommendations on strategic initiatives and value creation .
  • Board/committee attendance: FY2025 Board held 14 meetings, Audit 10, Compensation 7, Governance 8; all then-current directors met at least 75% attendance. Collier joined post-FY2025; his FY2025 attendance is not applicable .
  • Lead Independent Director: Fred A. Jackson since September 29, 2021; regular executive sessions of non-management and independent directors held (normally quarterly) .
  • Anti-hedging/anti-pledging policy; Code of Conduct; annual self-evaluations; no poison pill .

Fixed Compensation

ComponentAmountTermsNotes
Annual cash retainer (non-employee director)$55,000Paid quarterlyPolicy for FY2025; Lead Independent Director receives $60,000 .
Annual equity grant (service-based RSUs)$55,000 valueRSUs equal to cash retainer; vest on earlier of 1-year from grant or next annual meeting ≥50 weeks after prior annual meeting, contingent on continued serviceShares determined by closing price on grant date; example FY2025 grants: 9,197 units at $5.98; 10,033 for LID .
Collier initial RSU grant13,064 RSUsContingent right to receive stock per director vesting timelinesEvent date 09/24/2025; Form 3 filed 09/29/2025 .
Investor group designee compensation paritySame as other non-management directorsD&O insurance, indemnity/exculpation, same compensation & benefits as peersAs stipulated in Second Cooperation Agreement .

Performance Compensation

MetricApplies to Director Compensation?Detail
Operating/financial performance metrics (e.g., revenue, EBITDA, TSR)NoDirector equity is service-based RSUs only; no performance PSUs/options for directors .

Other Directorships & Interlocks

  • Nominated as an “Investor Group Designee” alongside Alexander B. Jones and Lynn D. Heatherton under the Second Cooperation Agreement with 22NW, LP; the Investor Group must vote for Board nominees and Board-recommended proposals during the standstill, with ISS carve-outs for non-director proposals .
  • Jones (22NW) sits on Culp’s Audit & Compensation Committees per the First Cooperation Agreement; highlights ongoing investor representation on the board .

Expertise & Qualifications

  • Deep home furnishings domain experience; global strategy, operational turnarounds, product innovation, digital and brand marketing, international development; governance/risk and compensation oversight experience .
  • Board skill matrix emphasizes strategic planning, management, and industry experience across nominees; Collier contributes seasoned operator perspective .

Equity Ownership

PeriodCommon Shares OwnedRSUs/UnitsNotes
As of July 29, 2025 (record date)00Collier listed as director nominee; no holdings at record date .
09/29/2025 filing (event date 09/24/2025)13,064 RSUsInitial statement of beneficial ownership on Form 3; RSUs contingent on continued board service .
  • Ownership guidelines: Non-employee directors must hold stock equal to 2x annual cash retainer; compliance within five years; unvested RSUs and options do not count; policy prohibits hedging, strongly discourages pledging without preclearance; no current pledges by directors .

Governance Assessment

  • Board effectiveness: Collier adds seasoned operator expertise in the home furnishings ecosystem and strategic/digital capabilities. His designation to the Strategy Committee aligns with investor-backed focus on value creation .
  • Independence and engagement: Independent status; board structure features separate Chair/CEO, lead independent director, and executive sessions—positive signals for oversight .
  • Compensation alignment: Director pay is 50/50 cash/equity via service-based RSUs, promoting alignment through share ownership; explicit stock ownership guidelines strengthen alignment. No performance-based director equity mitigates risk of short-termism but reduces performance linkage at the board level .
  • Conflicts/related parties: The Investor Group nomination creates a governance interlock; standstill and voting covenants can stabilize governance but may limit shareholder contestability until expiration—monitor for undue influence or agenda skew. Audit Committee reviews related party transactions; no specific Collier-related transactions disclosed .
  • RED FLAGS to monitor:
    • Investor designee dynamics (agenda influence, potential conflicts with minority shareholders) under the Cooperation Agreement and board size caps .
    • Strategy Committee outcomes and transparency as it pursues restructuring/transformation initiatives .
    • Timely progression toward director ownership guideline compliance and any pledging/hedging exceptions .

Insider Filings (Collier)

DateFormDescriptionAmount
09/29/2025 (event 09/24/2025)Form 3Initial statement; 13,064 RSUs contingent on continued board service13,064 RSUs
  • Section 16 compliance: Company reported insiders complied with Section 16(a) filing requirements in FY2025 .

Related Party & Policy References

  • Related party transaction policy: Audit Committee reviews/approves; Code of Conduct requires conflicts reporting; annual questionnaire process; no related party transactions disclosed involving Collier .
  • Anti-hedging/anti-pledging and insider trading policies: Strict prohibitions and preclearance; no current pledges by directors .
  • Director compensation disclosure: Non-employee director fees and RSU grants detailed; grant mechanics and vesting aligned to annual meeting cycle .
  • Cooperation Agreements (investor relations): Board nominations, committee appointments, standstill, voting obligations, reimbursement capped at $50,000 .