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Adam Hanft

Director at 1 800 FLOWERS COM1 800 FLOWERS COM
Board

About Adam Hanft

Adam Hanft (age 75) is an independent director of 1-800-FLOWERS.COM, Inc. (FLWS) since February 2019. He is founder and CEO of Hanft Ideas LLC, a strategic marketing and branding consultancy; he also serves on The Scotts Miracle-Gro Company’s board (Finance and Innovation Committees), is an operating partner at Shine Capital, and advisor to The March Group, with core credentials in marketing strategy, branding, and digital strategy .

Past Roles

OrganizationRoleTenure (dates)Committees/Impact
Hanft Ideas LLCFounder & CEONot disclosedStrategic marketing/branding consultancy serving leading consumer/B2B and digitally native brands
Hanft Unlimited, Inc.Founder & CEOFounded 2004Advertising agency, strategic consultancy, custom publishing unit
Obama 2008 Presidential CampaignMarketing & technology advisor2008Advisor role

External Roles

OrganizationRoleTenure (dates)Committees/Impact
The Scotts Miracle-Gro CompanyDirectorCurrent (not dated)Finance Committee; Innovation Committee
Shine CapitalOperating PartnerCurrent (not dated)Early-stage VC investing across industries
The March GroupAdvisorCurrent (not dated)Exponential tech focus (food/health paradigms)
Inc. MagazineColumnistCurrent (not dated)Writes on branding, economics, culture

Board Governance

  • Independence: Hanft qualifies as an independent director under NASDAQ rules; Board made a subjective determination of independence for all non-management directors .
  • Committee assignments (FLWS): None in FY2025 and FY2024 (not a chair on any committee) .
  • Attendance: Board held 5 meetings in FY2025; all incumbent directors attended at least 75% of Board/committee meetings of which they were members . Only Executive Chairman James F. McCann attended last year’s Annual Meeting (no other directors) .
  • Lead Independent Director: Company does not have a lead independent director .
FLWS Committee Assignments (FY2025)AuditCompensationNominating & Corporate GovernanceTechnology & Cybersecurity
Adam Hanft

Fixed Compensation

Fiscal YearFees Earned or Paid in Cash ($)Stock Awards ($)Option Awards ($)All Other Compensation ($)Total ($)Notes
202550,000 99,995 0 (none granted to non-employee directors) 25,000 (paid to Hanft Ideas LLC for marketing consulting) 174,995 Annual retainer $50,000; director RS vests in 1 year
202445,000 75,000 0 (none granted to non-employee directors) 75,000 (paid to Hanft Ideas LLC for marketing consulting) 195,000 Equity grant value increased to $100,000 effective 2024 meeting, applied to FY2025 grants

Comp structure notes:

  • Non-employee director stock grants vest fully on the first anniversary of the Grant Date .
  • Board increased annual director equity grants from $75,000 to $100,000 beginning with the 2024 Annual Meeting .

Performance Compensation

ItemDetails
OptionsNo stock options granted to non-employee directors in FY2025 or FY2024
Performance-based equityNot used for directors; director equity awards are time-based restricted stock vesting after one year
Cash performance bonusNot applicable to non-employee directors (director pay consists of retainer and equity)

Other Directorships & Interlocks

CompanyRoleCommittee RolesInterlock/Conflict Notes
The Scotts Miracle-Gro CompanyDirectorFinance; Innovation No related-party transactions or interlocks disclosed between FLWS and Scotts in proxy related-party sections

Expertise & Qualifications

  • Marketing strategy, branding, messaging, and digital strategy; frequent commentator/writer on marketing and consumer issues .
  • Brings consumer brand insight and digital expertise relevant to FLWS’s marketing and customer engagement .

Equity Ownership

As-of DateClass A Shares Beneficially Owned% of Class A OutstandingUnvested Stock Awards (#)Options Outstanding (#)
Oct 13, 202525,837 0.1% 12,150 0
Oct 18, 202418,434 0.1% 7,403 0

Policy references:

  • Anti-hedging and anti-pledging: The insider trading policy prohibits hedging transactions and purchasing on margin or pledging Company stock by directors .

Governance Assessment

  • Strengths:

    • Independent status and relevant consumer marketing/digital expertise, which aligns with FLWS’s need to drive customer engagement and brand differentiation .
    • Equity-heavy director pay (annual RS grants), supporting ownership alignment; FY2025 stock award $99,995 vs cash $50,000 .
    • Attendance meets minimum threshold (≥75% of meetings for all incumbent directors) .
  • Weaknesses/Watch items:

    • No committee memberships or chair roles across FY2024–FY2025, limiting formal governance influence (e.g., audit/comp/nom-gov oversight) .
    • Annual meeting presence: only Executive Chairman attended; absence of other directors (including Hanft) may be viewed negatively by some governance-focused investors .
    • Related-party exposure: FLWS paid Hanft Ideas LLC $75,000 in FY2024 and $25,000 in FY2025 for marketing consulting while Hanft serves as a director; although below the Company’s $120,000 disclosure threshold for “material” related-party transactions, it is a potential independence/perception risk that warrants monitoring .
  • RED FLAGS:

    • Payments to Hanft Ideas LLC while Hanft serves as an independent director (FY2024: $75,000; FY2025: $25,000) — potential conflict-of-interest perception even if within policy thresholds .
    • Absence of a lead independent director at FLWS, which reduces independent board leadership leverage across governance matters .
  • Context signals:

    • FLWS board independence affirmed for all non-management directors, and the company maintains an anti-hedging/pledging policy for directors .
    • Director compensation levels and mix are standard for small/mid-cap consumer companies, with RS grants vesting in one year and no director options .