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Craig White

Craig White

Chief Executive Officer at EDUCATIONAL DEVELOPMENT
CEO
Executive
Board

About Craig White

Craig M. White, age 56, is President, Chief Executive Officer, and Chairman of the Board at Educational Development Corporation (EDC), serving as CEO since 2021 and Chairman effective 2025; he previously served as COO (2018–2021) and VP–Information Technology (1998–2018) after joining EDC in 1994 . Under his tenure, FY 2025 net revenues were $34.191 million and net loss was $5.264 million; the company cited no short-term bonuses due to minimum profitability thresholds not being met, aligning compensation to profitability and revenue growth . The pay-versus-performance table shows the value of a fixed $100 TSR investment at $39.40 in 2025 and net loss of $5.264 million, highlighting shareholder sensitivity to performance; compensation actually paid to the CEO was $268,600 in 2025 .

Past Roles

OrganizationRoleYearsStrategic Impact
Educational Development CorporationVP – Information Technology1998–2018Not disclosed in filings
Educational Development CorporationChief Operating Officer2018–2021Not disclosed in filings
Educational Development CorporationPresident & CEO2021–presentNot disclosed in filings
Educational Development CorporationChairman of the Board2025–presentBoard leadership consolidation; Lead Independent Director appointed

External Roles

No external public-company directorships or committee roles are disclosed in Craig White’s proxy biography .

Fixed Compensation

MetricFY 2023FY 2024FY 2025
Base Salary ($)270,000 280,400 270,000
Target Bonus %Not disclosed Not disclosed Not disclosed
Actual Bonus Paid ($)0 (no STI payouts) 0 (no STI payouts) 0 (no STI payouts)
All Other Compensation ($)14,000 16,200 14,900
Total Compensation ($)284,000 296,600 284,900

Performance Compensation

Short-Term Incentive (STI) Plan

MetricWeightingTargetActualPayoutVesting
Pre-tax profitability (Return on Sales)60% Not disclosed Below threshold FY 2024–2025 $0 (no payouts) Cash, annual
Revenue growth25% Not disclosed Not disclosed; plan thresholds not met FY 2024–2025 $0 Cash, annual
Individual performance15% Not disclosed Not disclosed; plan thresholds not met FY 2024–2025 $0 Cash, annual

Long-Term Incentive (LTI) – Restricted Stock

PlanPerformance MetricThresholdsShares AwardedVesting ScheduleStatus
2019 LTINet Revenues$100M / $130M / $160M tiers 600,000 total upon >$160M FY2021 Cliff vest after 5 fiscal years FY2019 grant vested Feb 28, 2023
2021 grants under 2019 LTINet Revenues (2019 plan)As above 297,000 (avg $6.30 grant-date FV) Cliff vest after 5 fiscal years Vested Feb 28, 2025
2022 LTINet Revenues$225M / $250M / $275M / $300M tiers Up to 300,000Cliff vest after 5 fiscal years No new grants FY2023–FY2025

Vesting policies: Restricted shares cliff-vest after five fiscal years; dividends reinvested in treasury shares that carry identical restrictions; service and performance conditions apply; as of Feb 28, 2025, all outstanding shares were vested for NEOs .

Pay Versus Performance (context)

Fiscal YearCEO SCT Total ($)CEO Compensation Actually Paid ($)TSR Value of $100Net Income (Loss) ($)
2023284,000 (207,200) 26.78 (2,504,900)
2024296,600 219,800 23.35 546,400
2025284,900 268,600 39.40 (5,263,600)

Equity Ownership & Alignment

MetricFY 2024FY 2025
Total Beneficial Ownership (shares)601,349 626,443
Ownership (% of Outstanding)7.0% 7.0%
Unvested Restricted Shares (units)41,750 (under 2019 LTI) 0 (all vested)
Options – Exercisable0 0
Options – Unexercisable0 0
Shares Pledged as CollateralNot disclosed Not disclosed
Ownership GuidelinesNot disclosed Not disclosed

Note: The company maintains a clawback policy (Exhibit 97.1 referenced in 10-K), but detailed triggers are not provided in the filings reviewed .

Employment Terms

  • Employment agreement terms (severance multiples, change-in-control triggers, non-compete, garden leave) are not disclosed for Craig White in the DEF 14A or 10-K reviewed .
  • Clawback policy is referenced as Exhibit 97.1 in the 10-K; hedging/pledging policy and stock ownership guidelines are not disclosed in the reviewed sections .
  • No related-party transactions are disclosed; Item 13 indicates none .

Board Governance

  • Board service history: Director since 2021; Chairman effective 2025; dual role as CEO and Chairman; Board appointed a Lead Independent Director (Bradley V. Stoots) to augment independent oversight .
  • Independence: Craig White does not meet NASDAQ independence criteria due to being an executive officer .
  • Committees: Craig White serves on the Executive Committee; Audit, Compensation, and Nominating & Corporate Governance Committees are composed entirely of independent directors (Neal, Emerson, Stoots) .
  • Board meeting attendance: Four meetings in FY 2025; executive sessions without management at each in-person meeting .

Director Compensation

  • Craig White receives no separate director compensation; independent directors receive meeting fees and modest stock grants (FY 2025 fees: $1,200–$1,600; 2,000 shares per director; total $12,640 across board) .

Say-On-Pay & Shareholder Feedback

Meeting DateProposalForAgainstAbstainBroker Non-Votes
July 10, 2024Advisory vote on NEO compensation5,066,150 50,516 40,279 1,637,825
July 6, 2022Frequency of say-on-pay2 years received most votes (3,655,123)

Note: The 2025 annual meeting did not include a say-on-pay item (biennial schedule) .

Performance & Track Record

MetricFY 2024FY 2025
Net Revenues ($)51,030,300 34,191,000
Net Earnings (Loss) ($)546,400 (5,263,600)
PaperPie Segment Operating Income ($)4,129,200 1,950,800
Publishing Segment Operating Income ($)1,223,300 1,155,400

Strategic actions: EDC completed a sale-and-leaseback of its headquarters (Hilti Complex) in October 2025 for $32.2 million to delever and reduce bank borrowings; 10-year triple-net lease at $8.00/sf with escalators was executed concurrently . Management and auditors highlighted liquidity/going concern risks due to short-term debt maturities and operating losses, with plans to offset via real estate monetization and inventory reduction .

Vesting Schedules and Equity Awards

Grant YearShares GrantedGrant-Date FV (avg)Vest DateNotes
2019 (under 2019 LTI)~308,000 $9.94/share Feb 28, 2023 15,000 forfeited; 10,000 regranted in 2023 at $2.08
2021 (under 2019 LTI)297,000 $6.30/share Feb 28, 2025 Forfeitures regranted; cliff vest after 5 fiscal years
2022 LTIUp to 300,000 Not applicableNot applicableNo grants FY 2023–2025

As of Feb 28, 2025, no unvested shares or options were outstanding for Craig White; all outstanding shares vested .

Insider Transactions and Selling Pressure

Form 4 transaction-level detail was not disclosed in the proxy or 10-K sections reviewed; options are not outstanding, and no new stock grants occurred in FY 2024–FY 2025, limiting mechanical selling pressure from vesting events .

Compensation Structure Analysis

  • No STI payouts in FY 2024–FY 2025 due to not meeting minimum profitability thresholds; CD&A emphasizes primary metrics of revenue growth and pre-tax profitability, indicating at-risk pay is sensitive to operating performance .
  • No new LTI grants in FY 2023–FY 2025 under the 2022 plan; vesting of prior-years restricted shares completed by Feb 28, 2025, reducing near-term unvested overhang .
  • CEO compensation remained modest and flat ($270k base in FY 2025) with limited perquisites; compensation actually paid adjusts downward with equity fair value movements, showing alignment with TSR .
  • Governance: Dual CEO/Chair role offset by Lead Independent Director; committees are independent, mitigating some dual-role concerns .

Risk Indicators & Red Flags

  • Going concern: Short-term debt maturities and operating losses raised substantial doubt; management’s deleveraging and inventory reduction plans disclosed .
  • Supplier concentration: Usborne agreement noncompliance risks (minimums, letters of credit), including refusal of a $1.0 million rebate; potential termination rights noted .
  • No related-party transactions disclosed; reduces conflict risk .
  • Hedging/pledging and ownership guidelines not disclosed; clawback policy referenced without detail .

Compensation Peer Group

Not disclosed; no peer group, target percentile, or consultant details beyond committee independence were provided in the reviewed filings .

Investment Implications

  • Alignment: Craig White’s 7% ownership and lack of unvested equity or options support strong alignment; absence of new LTI grants in recent years and no STI payouts underscore pay-for-performance discipline amid weak profitability .
  • Governance: CEO/Chair dual role is a governance risk but mitigated by independent committees and a lead independent director; nonetheless, independence concerns persist per NASDAQ criteria .
  • Liquidity and leverage: The October 2025 sale-leaseback materially reduces debt and interest expense; near-term operating cash flow depends on inventory liquidation and rebuilding Brand Partner network, affecting performance-driven comp recovery potential .
  • Trading signals: No mechanical selling overhang from upcoming vesting or options; if profitability thresholds are met, STI payouts could resume, serving as an internal performance signal; ongoing supplier agreement risks and going concern disclosures warrant caution .