Susan Blount
About Susan Blount
Independent director at Cavco Industries since January 2019 (Class II; term expiring 2026). Age 67. Former Executive Vice President and General Counsel at Prudential Financial (2005–2015), where she led global law, compliance, ethics, and external affairs; adjunct professor at the University of Texas School of Law since 2016; founding member and former interim executive director of UT Law’s Center for Women in Law; director at CS Disco since April 2021. Core credentials: corporate governance, risk management, executive compensation, legal/compliance, strategy, insurance and financial services .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Prudential Financial (NYSE: PRU) | Senior/Executive Vice President & General Counsel | 2005–2015 | Led global law, compliance, business ethics, external affairs |
External Roles
| Organization | Role | Tenure | Notes |
|---|---|---|---|
| CS Disco | Director | Since Apr 2021 | Public company board (legal technology) |
| University of Texas School of Law | Adjunct Professor | Since 2016 | Founding member, Center for Women in Law; Interim Executive Director Mar 2019–Jan 2020 |
Board Governance
- Committee leadership and membership: Chair, Legal & Compliance Oversight; Member, Compensation; Member, Corporate Governance & Nominating .
- Committee activity: Legal & Compliance Oversight met 4 times (FY2025); Compensation met 5 times; Corporate Governance & Nominating met 4 times .
- Independence: Board determined all directors other than the CEO are independent; Legal & Compliance, Compensation, and Corporate Governance committees are fully independent .
- Attendance: Board held 4 meetings in FY2025; each director attended ≥75% of combined Board/committee meetings; all directors attended the 2024 annual meeting .
- Risk oversight: As Legal & Compliance Oversight Chair, she oversees legal/regulatory risks, data security, and compliance program implementation; cybersecurity oversight is delegated to Legal & Compliance, with materiality review by Audit .
Fixed Compensation
| Component (FY2025) | Amount ($) | Notes |
|---|---|---|
| Annual cash retainer | 75,000 | Director policy |
| Committee chair fee (Legal & Compliance Oversight) | 15,000 | Director policy |
| Compensation Committee member fee | 7,500 | Director policy |
| Corporate Governance & Nominating member fee | 7,500 | Director policy |
| Total fees earned (cash) | 105,000 | Actual paid to Blount |
Performance Compensation
| Award Type | Grant Date | Number/Terms | Fair Value ($) | Vesting |
|---|---|---|---|---|
| Time-based RSUs | Jul 30, 2024 | 286 RSUs (unvested as of FY2025 YE) | 120,114 | RSUs vest 100% at first anniversary of grant date (or next annual meeting if earlier) per director policy |
| Stock options (legacy) | — | 4,500 options outstanding | — | Legacy options disclosed; no new director options granted under FY2025 policy |
- Director equity program: Non-employee directors received ~$120,000 in RSUs; Chairman receives ~$170,000; awards are time-based and not tied to performance metrics .
- No disclosed performance metrics (TSR/financial goals) for director equity awards; director equity is time-based RSUs .
Other Directorships & Interlocks
| Company | Role | Committee Roles | Interlock/Conflict Notes |
|---|---|---|---|
| CS Disco | Director | Not disclosed in Cavco proxy | Compensation Committee interlocks: none; Cavco executives did not serve on boards/committees where Cavco compensation committee members were executives (FY2025) |
Expertise & Qualifications
- Skills matrix: Legal/Regulatory, strategic planning, other public company board experience; ESG experience (Social/Governance) .
- Biography highlights governance, risk management, executive compensation, legal/compliance, and financial services expertise .
Equity Ownership
| Holder | Beneficial Shares | % of Class | Components/Notes |
|---|---|---|---|
| Susan L. Blount | 7,336 | <1% | Includes 4,500 options exercisable within 60 days; 286 RSUs vesting within 60 days |
- Stock ownership guidelines: Directors must own ≥5x annual cash retainer within 5 full fiscal years; anti-hedging, anti-pledging, no short selling/derivatives allowed; no hardship exemptions for directors/officers .
- Compliance status with guidelines: Not disclosed in proxy .
Governance Assessment
- Board effectiveness: Blount strengthens compliance and regulatory oversight as Chair of Legal & Compliance; committee independence and regular meetings support robust risk governance .
- Alignment and incentives: Balanced cash retainer and time-based RSUs ($105,000 cash; $120,114 RSUs) support alignment without incentivizing excessive risk; anti-hedging/pledging policy enhances investor alignment .
- Attendance and engagement: Board met 4 times in FY2025; each director met ≥75% attendance; full attendance at 2024 annual meeting signals engagement .
- Conflicts/related party: Audit Committee reviews/approves related-party transactions; none reportable since start of FY2025; compensation committee interlocks absent—reducing conflict risk .
- Shareholder signals: 2024 Say-on-Pay approval >98% suggests strong investor support for compensation governance; use of independent consultant (Pearl Meyer) with no conflicts enhances process credibility .
- RED FLAGS: None disclosed—no related-party transactions, no hedging/pledging, independent committee membership; legacy option holdings noted but policy does not grant new director options .