Adam Hanft
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
| Organization | Role | Tenure (dates) | Committees/Impact |
|---|---|---|---|
| Hanft Ideas LLC | Founder & CEO | Not disclosed | Strategic marketing/branding consultancy serving leading consumer/B2B and digitally native brands |
| Hanft Unlimited, Inc. | Founder & CEO | Founded 2004 | Advertising agency, strategic consultancy, custom publishing unit |
| Obama 2008 Presidential Campaign | Marketing & technology advisor | 2008 | Advisor role |
External Roles
| Organization | Role | Tenure (dates) | Committees/Impact |
|---|---|---|---|
| The Scotts Miracle-Gro Company | Director | Current (not dated) | Finance Committee; Innovation Committee |
| Shine Capital | Operating Partner | Current (not dated) | Early-stage VC investing across industries |
| The March Group | Advisor | Current (not dated) | Exponential tech focus (food/health paradigms) |
| Inc. Magazine | Columnist | Current (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) | Audit | Compensation | Nominating & Corporate Governance | Technology & Cybersecurity |
|---|---|---|---|---|
| Adam Hanft | — | — | — | — |
Fixed Compensation
| Fiscal Year | Fees Earned or Paid in Cash ($) | Stock Awards ($) | Option Awards ($) | All Other Compensation ($) | Total ($) | Notes |
|---|---|---|---|---|---|---|
| 2025 | 50,000 | 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 |
| 2024 | 45,000 | 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
| Item | Details |
|---|---|
| Options | No stock options granted to non-employee directors in FY2025 or FY2024 |
| Performance-based equity | Not used for directors; director equity awards are time-based restricted stock vesting after one year |
| Cash performance bonus | Not applicable to non-employee directors (director pay consists of retainer and equity) |
Other Directorships & Interlocks
| Company | Role | Committee Roles | Interlock/Conflict Notes |
|---|---|---|---|
| The Scotts Miracle-Gro Company | Director | Finance; 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 Date | Class A Shares Beneficially Owned | % of Class A Outstanding | Unvested Stock Awards (#) | Options Outstanding (#) |
|---|---|---|---|---|
| Oct 13, 2025 | 25,837 | 0.1% | 12,150 | 0 |
| Oct 18, 2024 | 18,434 | 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 .