Dina Colombo
1 800 FLOWERS COMAbout Dina Colombo
Dina Colombo, age 56, has served as an independent director of 1-800-FLOWERS.COM, Inc. since April 2021. She is Chief Operating Officer and Chief Financial Officer of GreyLion Partners and previously served as CFO and Managing Director at CCMP Capital; earlier roles include investor reporting, structuring, portfolio management, financial control, and valuation at JPMorgan Partners, and audit experience at PwC. She holds a B.B.A. in Accounting from Hofstra University and co-founded and serves on the board of Parents Against Vaping E-cigarettes (PAVe). The Board identifies her as providing financial expertise; she is independent under NASDAQ rules .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| GreyLion Partners | Chief Operating Officer & CFO | Not disclosed | PE operating and finance leadership |
| CCMP Capital Advisors | Chief Financial Officer & Managing Director | Not disclosed | Led finance; managing director responsibilities |
| JPMorgan Partners | Various (investor reporting, structuring, portfolio mgmt., financial control, valuation) | Not disclosed | Broad transaction and portfolio oversight |
| PricewaterhouseCoopers LLP | Audit (Consumer Markets & Real Estate Assurance) | Not disclosed | Foundational audit experience |
External Roles
| Organization | Role | Tenure | Notes |
|---|---|---|---|
| Parents Against Vaping E-cigarettes (PAVe) | Co-founder & Board Member | Not disclosed | Non-profit advocacy on youth vaping |
Board Governance
- Independence: Independent director; Audit Committee member; the Audit Committee comprises Eugene F. DeMark (Chair), James A. Cannavino, and Dina Colombo; each member is financially literate (DeMark designated “audit committee financial expert”) .
- Committee assignments (FY2025): Audit Committee member; no chair roles .
- Meeting cadence and attendance: FY2025 meetings — Board (5), Audit (4), Compensation (5), Nominating & Corporate Governance (4), Technology & Cybersecurity (4). All incumbent directors attended at least 75% of Board and applicable committee meetings; only Executive Chairman J. McCann attended last year’s annual meeting (no other directors attended) .
- Board leadership: No lead independent director; Executive Chairman role held by founder J. McCann .
- Shareholder support: In the Dec. 11, 2024 election, Colombo received 287,235,562 votes FOR, 258,199 WITHHELD (broker non-votes 3,753,859), indicating strong support .
Fixed Compensation
| Component | Amount/Terms | FY Reference |
|---|---|---|
| Annual cash retainer | $50,000, paid quarterly | FY2025 policy |
| Committee chair fees | Audit $20,000; Compensation $15,000; Nominating & Corporate Governance $10,000; Technology & Cybersecurity $10,000 | FY2025 policy |
| Annual equity grant (restricted Class A) | $100,000 grant-date value; vests fully on first anniversary of grant date | FY2025 policy |
| Pro-rata for mid-year appointments/chair changes | Pro-rata cash/equity | FY2025 policy |
| Reimbursement | Reasonable travel/lodging for meetings | FY2025 policy |
Director-specific FY2025 compensation:
| Name | Fees Earned or Paid in Cash ($) | Stock Awards ($) | Total ($) |
|---|---|---|---|
| Dina Colombo | 50,000 | 99,995 | 149,995 |
Performance Compensation
| Element | Metrics | Vesting/Terms | Notes |
|---|---|---|---|
| Non-employee director variable pay | None | N/A | Directors do not receive performance-based cash; equity grants are time-based (one-year vest) |
Other Directorships & Interlocks
| Company/Organization | Type | Role | Committee Roles | Interlock/Conflict Notes |
|---|---|---|---|---|
| None disclosed | — | — | — | No public-company directorships disclosed in proxy biographies |
Expertise & Qualifications
- Financial and operational leadership in private equity (GreyLion; CCMP); prior audit/assurance foundation at PwC .
- Audit Committee service; Board views her as providing financial expertise (distinct from formal “audit committee financial expert” designation, held by DeMark) .
- Education: B.B.A., Hofstra University (Accounting) .
- Non-profit governance/advocacy (PAVe) .
Equity Ownership
| Metric | Value | Notes |
|---|---|---|
| Beneficial ownership (Class A shares) | 19,130 | As of Oct 13, 2025; ~0.1% of Class A outstanding |
| Beneficial ownership (Class B shares) | 0 | As of Oct 13, 2025 |
| Unvested stock awards (#) | 12,150 | As of June 29, 2025 |
| Stock options outstanding | None | As of June 29, 2025 |
| Hedging/pledging policy | Prohibited | Anti-hedging and margin/pledge restrictions apply to directors |
Ownership alignment context:
- Total economic interest (beneficial + unvested) suggests 31,280 shares exposure; consistent with year-end unvested tally and beneficial ownership table .
- Director stock ownership guidelines for directors not disclosed (guidelines are provided for executives only) .
Insider Trades (Form 4 and related)
| Date | Filing/Source | Transaction | Shares | Notes |
|---|---|---|---|---|
| Dec 11, 2024 | SEC Form 4 filing index | Annual director restricted stock grant (time-vest) | 12,150 | Proxy shows FY2025 unvested stock awards of 12,150 shares; quantisnow highlights the Form 4 grant and a direct ownership increase to 31,280 units |
| Dec 18, 2023 | Insider list summary (reference) | Director equity grant reported | Not disclosed | FY2024 unvested tally at 6/30/2024 was 7,403 shares per non-employee director (from prior grant) |
Note: Exact Form 4 line-item counts are best obtained directly from the EDGAR filing; the proxy and third-party summaries corroborate grant timing and totals .
Governance Assessment
- Strengths:
- Independent director with deep finance and operating credentials; sits on Audit Committee; contributes to oversight of reporting and controls .
- Strong shareholder support in latest election (99.91% FOR vs WITHHELD among votes cast for her line) .
- Anti-hedging and anti-pledging policy enhances alignment and reduces risk of misaligned incentives .
- Watch items:
- No lead independent director; Executive Chairman (founder) leads the Board, concentrating influence; potential limits on independent oversight .
- Family control via Class B super-voting shares and stockholders’ agreement; McCann family group controls significant voting power, which can overshadow independent director influence .
- Related-party transactions involve family members and entities controlled by the Executive Chairman (employment of relatives; Clarim sublease), requiring vigilant independent review—no disclosures implicate Colombo directly .
- Annual meeting attendance: only Executive Chairman attended last year’s meeting; broader board engagement with shareholders at the meeting was limited .
RED FLAGS
- Absence of a lead independent director in a controlled company structure .
- Concentrated family voting control and documented related-party transactions (though not linked to Colombo) .
Implications for Board Effectiveness and Investor Confidence
- Colombo’s finance background and Audit Committee role support board effectiveness in oversight of financial reporting and risk; however, overall board independence signaling is weakened by leadership structure and control dynamics. Continued transparent handling of related-party matters and robust committee work are important mitigants .