Bill Boor
About Bill Boor
President & CEO of Cavco Industries since April 2019; Director since July 2008; age 59; Chartered Financial Analyst. FY2025 performance under his tenure included net revenue growth to $2,015M (+12.3% YoY) and diluted EPS of $20.71 (adjusted $21.63), with adjusted pre-tax income of $223.4M and Company TSR value of $350 vs peer $315 from an initial $100 measure, indicating value creation versus peers . Unit shipments rose 16.7% YoY, bolstered by a March order uptick; Cavco repurchased ~$150M of stock in FY2025 and extended the authorization by $150M, evidencing capital return discipline .
Past Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| Cavco Industries | Director | 2008–present | Governance continuity; CEO since 2019 . |
| Great Lakes Brewing Co. | CEO | 2015–2019 | Led a large craft brewery; consumer operations experience . |
| MIB Holding Co LLC | Principal | 2014–2015 | Mining development; corporate development experience . |
| Cleveland-Cliffs Inc. | EVP Corporate Development; Chief Strategy & Risk Officer; President of Ferroalloys | 2007–2014 | Strategy, M&A, operations in industrials . |
| American Gypsum; Centex; Weyerhaeuser; Procter & Gamble | Various leadership roles | Prior to 2007 | Manufacturing, operations, finance and marketing grounding . |
External Roles
| Organization | Role | Years | Notes |
|---|---|---|---|
| CFA Institute | Chartered Financial Analyst | — | Professional credential . |
Fixed Compensation
| Year | Base Salary ($) | Notes |
|---|---|---|
| FY2023 | 950,000 | 12% increase vs FY2022; Board noted strategic leadership . |
| FY2024 | 950,000 | — |
| FY2025 | 1,100,000 | +16% YoY, reflecting scope/responsibility . |
Performance Compensation
Short-Term Incentive Program (STIP) – FY2025
| Component | Metric | Weighting | Target | Actual | Payout ($) |
|---|---|---|---|---|---|
| Company Performance | Factory-built housing adjusted pre-tax profit | 90% | Threshold 70% of budget; Target 100%; Stretch 130% | Achieved; margins held despite pricing pressure | 2,027,910 |
| Company Performance | Financial services adjusted pre-tax profit | 10% | Same as above | Lower loan sales; insurance claims pressured margins | Included in above |
| Individual Objectives | N/A | N/A | N/A | CEO not eligible for individual STIP | — |
STIP design caps payouts at 200% of target and ties awards to segment profit drivers; payout approved May 2025 .
Long-Term Incentive Program (LTIP)
| Year | RSUs (#) | PRSUs at target (#) | PRSU Metrics | Weighting | Vesting |
|---|---|---|---|---|---|
| FY2023 grant (for 2023–2025) | 5,480 | 5,480 | Market share; Floors/employee; rTSR | 33% / 33% / 34% | RSUs: 33/33/34% annually; PRSUs earn at 50/100/200% . |
| FY2024 | 3,800 | 5,700 | Growth (market share); rTSR | 50% / 50% | RSUs: 33/33/34%; PRSUs measured and issued May 2026 . |
| FY2025 | 5,000 | 7,450 | rTSR vs peer; Volume growth vs MH industry; ROIC | 33% / 33% / 34% | RSUs: 33/33/34%; PRSUs earned over FY2025–FY2027, issued May 2027 . |
PRSU Earnout (FY2023 PRSUs for 2023–2025): Growth 20.1% (stretch), Operational improvement 2.9% (near threshold), Value creation rTSR 83.8% (stretch); Actual shares earned: 8,481 (155% of target) .
CEO Multi-Year Compensation Mix
| Metric | FY2023 | FY2024 | FY2025 |
|---|---|---|---|
| Salary ($) | 950,000 | 950,000 | 1,057,692 |
| Stock Awards ($) | 2,300,175 | 2,802,500 | 4,549,586 |
| Non-Equity Incentive ($) | 2,157,238 | 753,730 | 2,027,910 |
| All Other ($) | 2,802 | 4,578 | 4,770 |
| Total ($) | 5,410,215 | 4,510,808 | 7,639,958 |
Equity Ownership & Alignment
| Date (Record) | Beneficial Shares | % of Class | Options Exercisable in 60 Days | RSUs Vesting in 60 Days | Notes |
|---|---|---|---|---|---|
| Jun 2, 2023 | 63,762 | <1% | 42,100 | 379 | — |
| Jun 3, 2024 | 67,758 | <1% | 38,100 | 392 | — |
| Jun 2, 2025 | 73,341 | <1% | 34,100 | 300 | — |
Outstanding Awards (as of Mar 29, 2025):
- Unvested RSUs: 4,100 (grant 5/22/2024) market value $2,107,236; 900 (grant 7/30/2024) market value $462,564 .
- Unearned PRSUs at target: 6,150 (5/22/2024) $3,160,854; 1,300 (7/30/2024) $668,148 .
- Options exercisable: 10,200 @ $125.69 exp 4/15/2026; 13,100 @ $158.36 exp 6/21/2026; 10,800 @ $167.60 exp 5/20/2027 .
Insider selling pressure indicators:
- Options exercised: 4,000 in FY2023 ($549,520 realized) ; 4,000 in FY2024 ($651,560) ; 4,000 in FY2025 ($916,480) .
Ownership policies:
- CEO stock ownership guideline: 5x annual base salary within five years of appointment .
- Anti-hedging/anti-pledging/anti-derivatives and no short-selling policy with no hardship exemption for executives/directors .
Employment Terms
- Base agreement (effective April 15, 2019): annual equity (time-based options historically; now RSUs) and PRSUs with 3-year performance; annual cash bonus thresholds 50/100/200% of target .
- Termination without cause / Good Reason: severance equal to then-current base salary plus average bonus over prior 3 years; accelerated vesting of options; pro-rata vesting of performance equity based on actual results; up to 12 months COBRA .
- Death/disability: immediate vesting of unvested stock options; pro-rata vesting of performance equity per actual outcomes .
- Change-in-control (double trigger within 12 months): 3x base salary plus 3x average bonus; immediate vesting of all options; PRSUs vest at “target”; 12 months COBRA . Earlier proxy detail also noted a 1.5x multiple for certain scenarios prior to sixth anniversary of employment (historical nuance) .
Clawback: Board-adopted recoupment policy compliant with SEC/Nasdaq rules .
Board Governance
- Role: CEO and Director; not a committee member; Non-Executive Chair is independent (Steve Bunger) with policy separating Chair and CEO, mitigating dual-role concerns .
- Independence: All directors except Boor are independent per SEC and Nasdaq rules .
- Committees: Audit (Chair Kerley), Compensation (Chair Moster), Corporate Governance & Nominating (Chair Greenblatt), Legal & Compliance Oversight (Chair Blount) – all independent; composition shown below :
- Audit: Kerley (Chair), Greenblatt, Sze .
- Compensation: Moster (Chair), Blount, Sze .
- Corporate Governance & Nominating: Greenblatt (Chair), Blount, Kerley, Moster .
- Legal & Compliance Oversight: Blount (Chair), Greenblatt, Kerley .
- Meeting attendance: Board held four meetings in FY2025; each director attended ≥75% of combined board/committee meetings; full attendance at 2024 annual meeting .
Director compensation note: Employees do not receive director remuneration .
Say-on-Pay & Shareholder Feedback
- FY2024 advisory support: 97% approval of executive compensation program .
- FY2025 advisory support: over 98% approval .
- FY2023 (Aug 1, 2023) vote counts: Say-on-pay For 7,523,523; Against 197,901; Abstain 19,772 .
Compensation Peer Group and Consultant
- Compensation consultant: Pearl Meyer, engaged by independent Compensation Committee; independence reviewed with no conflicts .
- FY2025 peer group (21 companies) in building products/homebuilding (e.g., Skyline Champion, TopBuild, Trex, WillScot Mobile Mini), targeting approximately median positioning .
Performance & Track Record
- FY2025 financial summary: Net revenue $2,015M (+12.3% YoY), factory-built housing gross margin 22.9%, income before taxes $211M (+6.0% YoY), diluted EPS $20.71; adjusted EPS $21.63; backlogs $197M; buybacks ~$150M; additional $150M authorization .
- Q4 FY2025: Net revenue $508.4M (+21% YoY), consolidated gross margin 22.8% (down 80bps YoY), unit shipments +28.5% YoY; brand unification with associated $10M non-cash charge; sequential pricing pressure offset by lower input costs and operating leverage .
- Operational context: Factory utilization improved to ~70–75%; pricing competition localized (e.g., Florida; more pressure in single-section homes); monitoring tariff impacts with potential timing 60–90 days lag into COGS .
Risk Indicators & Red Flags
- Hedging/pledging/derivatives prohibited; no hardship exemptions for insiders .
- Related-party transactions: None reportable in FY2025/FY2024 .
- Equity plan governance: Double-trigger vesting on change-in-control; minimum 12-month vesting for ≥95% of equity pool; no option repricing; director award caps .
- Prior SEC matter referenced in filings as a source of non-GAAP adjustment in FY2024 pay-versus-performance categories; Company indicated settlement and risk acknowledgment in forward-looking statements .
Equity Ownership Guidelines & Compliance
- CEO guideline: Own and retain ≥5x base salary within five years . Company prohibits hedging/pledging; specific compliance status for Boor not disclosed.
Director Committee Analysis
- Compensation Committee (Moster, Blount, Sze): Seven meetings in FY2024; oversees executive pay, equity plans, ownership guidelines; uses independent consultant; non-employee directors only .
- Audit Committee (Kerley, Greenblatt, Sze): Five meetings in FY2025; oversight of financial reporting, internal audit, related-party approval; Kerley qualifies as financial expert .
- Legal & Compliance Oversight: Four meetings in FY2025; oversees regulatory, compliance, cybersecurity program .
Equity Plan Mechanics
- 2023 Omnibus Equity Incentive Plan approved (550,000 shares reserve; no evergreen; double-trigger vesting; minimum vesting standards; clawback integration) .
Investment Implications
- Pay-for-performance alignment is strong: majority of compensation at-risk via PRSUs tied to rTSR, market share and ROIC, with demonstrated earnout above target (155%) for FY2023 awards and robust shareholder support (>97–98% say-on-pay) .
- Retention risk appears mitigated: double-trigger CIC at 3x salary+bonus, pro-rata vesting on termination; CEO equity mix and anti-pledging enhance alignment; however, consistent option exercises suggest periodic liquidity, though beneficial ownership grew over time .
- Execution confidence: brand unification, digital funnel improvements and capacity investments underpin growth; pricing pressures (single-section, Florida) and tariffs present margin risk—management intends dynamic pricing and cost actions regionally .
- Governance quality: independent chair, independent committees, robust clawback, no related-party transactions reduce governance red flags; equity plan terms are shareholder-friendly .
Overall: Boor’s incentive structure emphasizes multi-year value creation with clear vesting disciplines and shareholder-aligned metrics; retention protections are typical and not excessive; capital allocation via buybacks and operations scaling support TSR, but monitor tariff/material cost evolution and regional pricing competition for near-term margin signals .