David Greenblatt
About David A. Greenblatt
David A. Greenblatt, age 63, has served on Cavco Industries’ Board since October 2008 and is currently Chair of the Corporate Governance & Nominating Committee, and a member of the Audit Committee and Legal & Compliance Oversight Committee . He is a retired Senior Vice President and Deputy General Counsel of Eagle Materials (2005–2012), a licensed practicing attorney in Texas, and President of White Sand Investments, LLC; earlier roles include Senior VP – M&A at Eagle Materials (2000–2002), various legal leadership positions at Centex Corporation (including General Counsel of Cavco), and associate at Hughes & Luce (now K&L Gates) .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Eagle Materials (NYSE: EXP) | Senior Vice President & Deputy General Counsel | 2005–2012 | Legal and corporate governance leadership |
| Eagle Materials (NYSE: EXP) | Senior Vice President – M&A | 2000–2002 | Corporate development, transactions |
| Centex Corporation (NYSE: CTX; now PHM) | VP & Assistant General Counsel; GC of Centex Investment Real Estate Group; General Counsel of Cavco | 1990s–2000s (not individually dated) | Legal leadership; historical GC of Cavco provides deep company knowledge |
| Hughes & Luce LLP (now K&L Gates LLP) | Associate, Corporate & Securities | Prior to Centex | Capital markets and corporate law experience |
External Roles
| Organization | Role | Status |
|---|---|---|
| White Sand Investments, LLC (private) | President | Current |
| Licensed Attorney (Texas) | Practicing attorney | Current |
| Other public company boards | — | None disclosed in Cavco proxy |
Board Governance
- Independence: The Board determined all directors other than the CEO are independent under SEC and Nasdaq rules; Cavco separates the Chair and CEO roles (Chair is independent) .
- Committee assignments and meeting cadence:
- Corporate Governance & Nominating (Chair): held 4 meetings in FY2025 .
- Audit (Member): held 5 meetings in FY2025 .
- Legal & Compliance Oversight (Member): held 4 meetings in FY2025 .
- Attendance and engagement: The Board met 4 times in FY2025; each director attended at least 75% of combined Board and committee meetings; independent directors met regularly in executive sessions .
- Tenure: Director since 2008 (Class I; standing for re-election to 2028) .
Fixed Compensation
| Component | Amount ($) | Notes |
|---|---|---|
| Annual cash retainer | 75,000 | Standard non-employee director retainer |
| Committee chair fee (Corporate Governance & Nominating) | 15,000 | Chair fee per policy |
| Audit Committee member fee | 10,000 | Member fee per policy |
| Legal & Compliance Oversight Committee member fee | 7,500 | Member fee per policy |
| Total cash fees (FY2025) | 107,500 | Matches reported fees earned |
Performance Compensation
| Equity Type | Grant Date | Shares/Units | Fair Value ($) | Vesting | Notes |
|---|---|---|---|---|---|
| RSUs (annual director grant) | July 30, 2024 | 286 (unvested as of FY2025 year-end) | 120,114 | 100% on anniversary of grant (or next annual meeting) | Greenblatt elected to defer payout until retirement/separation (Board-approved irrevocable deferral) |
| Performance metrics tied to director equity | — | — | — | — | None; director awards are time-based RSUs only |
Other Directorships & Interlocks
- Current public company directorships: None disclosed .
- Committee interlocks: Cavco discloses no compensation committee interlocks in FY2025; Greenblatt is not on the Compensation Committee .
- Potential interlocks: None identified with competitors/suppliers/customers in proxy .
Expertise & Qualifications
- Legal/regulatory leadership and corporate governance (former Deputy GC; GC roles; licensed attorney) .
- M&A and corporate development experience (Eagle Materials SVP M&A) .
- Deep Cavco/industry knowledge as former Cavco General Counsel while at Centex .
- Skills matrix highlights legal/regulatory and governance competencies among directors .
Equity Ownership
| Item | Detail |
|---|---|
| Total beneficial ownership | 15,286 shares |
| Ownership as % of shares outstanding | ~0.19% (15,286 / 8,001,491) |
| Unvested RSUs (as of 3/29/2025) | 286 RSUs |
| Deferred RSUs | 2,550 shares to be acquired upon retirement under deferral election |
| Options | None disclosed for Greenblatt; Blount has options, not Greenblatt |
| Anti-hedging/pledging | Prohibited for directors; no hardship exemption |
| Stock ownership guidelines | ≥5x annual director cash retainer within 5 full fiscal years |
| Indicative compliance | At FY2025 closing price ($513.96), holdings approximate ~$7.87M, exceeding 5x retainer ($375k) threshold (calculation; price cited) |
Insider Trades (Form 4 filings)
| Date (Period of Report) | Transaction | Shares | Notes/Source |
|---|---|---|---|
| March 5, 2025 | Sale | 4,000 | Reported as most recent sale; see Cavco IR Form 4 PDF and third-party summary |
| July 28, 2025 | Acquisition (A) of RSUs | 290 | RSU grant/acquisition recorded on Form 4 |
| August 1, 2024 | Form 4 filed | — | Director equity-related filing; see Cavco IR Form 4 PDF |
Governance Assessment
- Strengths and alignment: Independent director with long tenure and deep legal/M&A expertise; chairs governance; serves on audit and legal/compliance committees (risk oversight and related-party review), with regular committee activity (Audit 5x, Governance 4x, Legal & Compliance 4x in FY2025) and at least 75% attendance at Board/committee meetings . Strong ownership and an RSU deferral election indicate long-term alignment; anti-hedging/pledging policy strengthens investor confidence .
- Compensation structure: Director pay is modestly sized and balanced (cash fees consistent with committee roles; equity as one-year RSUs), no performance-based metrics for directors—reduces risk of short-term focus .
- Conflicts/related-party: Audit Committee oversees and approves related-party transactions; Cavco reports no related person transactions in FY2025 and none proposed—reducing conflict risk .
- Shareholder signals: Say-on-pay approval >98% in 2024 reflects broad investor support for compensation practices; clawback policy in place .
- Considerations: Long tenure (since 2008) supports continuity but merits ongoing board refreshment monitoring; historical Cavco GC role (via Centex) underscores company knowledge but requires continued independence vigilance (Board affirmed independence) .
RED FLAGS: None identified in proxy—no related-party transactions, no pledging/hedging, acceptable attendance, and independent status affirmed .
Board Governance
- Committee memberships:
- Chair: Corporate Governance & Nominating
- Member: Audit; Legal & Compliance Oversight
- Independence status: Independent director
- Board meeting attendance: At least 75% participation; 4 Board meetings FY2025; independent executive sessions held regularly
- Years of service: Director since 2008 (Class I; nominated for re-election through 2028)
Fixed Compensation
| FY2025 Director Compensation | Amount ($) |
|---|---|
| Fees Earned or Paid in Cash | 107,500 |
| Stock Awards (RSUs) | 120,114 |
| Total | 227,614 |
Performance Compensation
| Metric/Instrument | Structure | Weighting/Targets | Outcomes |
|---|---|---|---|
| Director RSUs | Time-based vest; 100% after 1 year | N/A (no performance metrics for director equity) | 286 RSUs unvested at FY2025 YE; elected deferral until retirement/separation |
Other Directorships & Interlocks
| Company | Role | Notes |
|---|---|---|
| — | — | No current public company board roles disclosed |
| Compensation committee interlocks | — | Cavco reports none; Greenblatt not on Compensation Committee |
Expertise & Qualifications
| Area | Evidence |
|---|---|
| Legal/regulatory and governance | Former Deputy GC; GC roles; licensed attorney |
| M&A/Corporate development | Eagle Materials SVP–M&A; corporate transaction experience |
| Cavco/industry knowledge | Former Cavco GC via Centex; long-tenured director |
Equity Ownership
| Category | Detail |
|---|---|
| Shares owned | 15,286 |
| % of outstanding | ~0.19% (calc from 8,001,491 outstanding) |
| Unvested RSUs | 286 (as of 3/29/2025) |
| Deferred RSUs | 2,550 to be acquired upon Board retirement |
| Pledging/hedging | Prohibited for directors |
| Ownership guidelines | ≥5x annual cash retainer within 5 fiscal years |
| Indicative value vs guideline | ~$7.87M at $513.96 FY2025 close; exceeds $375k guideline (calc) |
Governance Assessment
- Committee leadership in governance and roles on audit/legal oversight support board effectiveness and risk control .
- Strong alignment: substantial beneficial ownership; deferral election; strict trading policy; and independent status .
- No disclosed conflicts or related-party transactions; robust say-on-pay support and clawback policy bolster investor confidence .