George West
Floor & Decor HoldingsAbout George Vincent West
George Vincent West, age 70, is the founder of Floor & Decor (2000) and has served on the Board since inception; he has been Vice Chairman since December 2012 and is not assigned to any Board committee . He is not classified as an independent director by the Board (the proxy lists independent directors and excludes Mr. West and the CEO) . West holds a BBA from the University of Georgia’s Terry College of Business (1977) . The Board’s skills matrix highlights him as a company founder with strengths in corporate strategy, retail chains, consumer goods, real estate, high growth, and human capital/compensation oversight .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Floor & Decor | Founder; CEO; Co-CEO; CEO; Vice Chairman | Founder (2000); CEO 2000–2002; Co-CEO 2008–2010; CEO 2010–2012; Vice Chairman since Dec 2012 | Founder insight, strategy and retailer scaling experience |
| West Building Materials (family business) | President | — | Led regional building materials business in five southeastern states |
| Billboard company (unnamed) | Developer/Owner; sold business | — | Developed and sold a multistate billboard company |
| Real estate projects (e.g., Utana Bluffs) | Developer | — | Boutique residential development in North Georgia |
| Mountain & Marsh Hospitality Group | Founder/Principal | — | Hospitality in North Georgia and Georgia coast |
External Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Telfair Art Museum | Vice Chair, Board of Trustees | Current | Museum governance leadership |
| Bethesda Academy (Savannah, GA) | Board of Governors | Current | Education governance |
| Lamar Dodd School of Art, UGA | Chair, Board of Visitors | Prior | Academic board leadership |
| Savannah Music Festival | Board of Directors | Prior | Arts non-profit governance |
| Emory Brain Health Center | Executive Advisory Council | Prior | Advisory role |
| UGA Terry College of Business | Entrepreneurship Advisory Board | Prior | Advisory role |
Board Governance
- Committee assignments: None; West does not serve on Audit, Compensation, or Nominating committees .
- Independence: The Board affirmatively determined a set of directors as independent; West is not included in those determinations (i.e., not independent) .
- Attendance: Each director attended at least 75% of Board and relevant committee meetings in fiscal 2024; all directors attended the 2024 annual meeting .
- Board activity level: The Board held four meetings in fiscal 2024 .
- Tenure: 25 years on the Board per skills/demographic matrix .
- Skills: Founder; strategy; retail/consumer; real estate; high growth; human capital oversight .
Fixed Compensation
West does not receive director fees; instead, he receives consulting fees under a company consulting agreement. Standard non-employee director fees are shown for context.
| Year/Program | Cash Retainer/Fees | Equity/RSUs | Other | Total |
|---|---|---|---|---|
| West – Fiscal 2024 | $0 (no director fees) | $0 (no director RSUs) | $100,000 consulting fees | $100,000 |
| West – Fiscal 2023 | $0 (no director fees) | $0 (no director RSUs) | $100,000 consulting fees | $100,000 |
| Standard Non-Employee Director Program (FY2024) | Annual cash retainer $80,000; Chair premia: Board Chair +$125,000; Audit Chair +$25,000; Comp Chair +$20,000; Nominating Chair +$20,000; committee member premia: Audit +$10,000; Comp +$10,000; Nominating +$7,500 | Annual grant: 1,208 RSUs, vesting in full after 1 year | Directors may elect to receive cash retainers in RSUs; reimbursement of reasonable expenses | — |
- Consulting agreement terms (West): $100,000 per year; terminable by either party on 30 days’ notice; subject to non-compete and non-solicitation during consultancy and for two years post-termination; confidentiality and non-disparagement apply .
Performance Compensation
- West received no performance-based director compensation or annual RSU grant in FY2024; directors generally receive time-based RSUs (1,208 units) vesting after one year, but West did not receive director equity .
- No director options outstanding as of December 26, 2024 .
Other Directorships & Interlocks
| Category | Detail |
|---|---|
| Current public company boards | The matrix shows West on 1 public company board including Floor & Decor; no other current public boards disclosed . |
| Committee roles at other public companies | None disclosed . |
| Interlocks/transactions | Board reviewed ordinary-course transactions tied to other directors (Pulte, Delta); none cited involving West beyond his consulting agreement . |
Expertise & Qualifications
- Education: BBA, University of Georgia, Terry College of Business (1977) .
- Founder/operator with CEO experience at FND; extensive retail, consumer, real estate, and growth scaling background .
- Board-identified skills: strategy, retail chains, consumer goods, real estate, high growth, human capital oversight; “Company Founder” designation .
Equity Ownership
| Holder | Shares | Notes |
|---|---|---|
| George Vincent West (total beneficial) | 586,568 | As of March 3, 2025 |
| American West Investment Corporation (affiliated) | 222,287 | West is president |
| West Family Partners, LLLP (affiliated) | 364,281 | West is general partner |
| Options/derivatives | None | As of December 26, 2024, directors held no options |
| Ownership guidelines | Non-employee directors must hold 5x annual cash retainer; for West, the $100,000 consulting fee is deemed his retainer for this purpose; all executives and non-employee directors were in compliance at FY2024-end | |
| Hedging/pledging | Company policy prohibits hedging and pledging by directors/officers/employees |
Governance Assessment
- Independence and roles: West is founder and Vice Chairman, not independent, with no committee assignments—reducing checks-and-balances leverage for him personally but aligning with common practice to keep founders off key committees .
- Potential conflict: Separate consulting agreement paying $100,000 annually while serving as Vice Chairman is a related-party exposure; mitigants include at-will termination (30 days) and robust restrictive covenants (non-compete/non-solicit for two years post-consultancy; confidentiality; non-disparagement). Still a governance sensitivity that investors typically expect to be overseen by independent directors .
- Attendance and compliance: Board met four times in FY2024; all directors met the 75% attendance threshold and attended the 2024 annual meeting, indicating baseline engagement .
- Ownership alignment: Material beneficial ownership (586,568 shares) and compliance with stringent stock ownership guidelines (with West’s consulting fee treated as his “retainer” multiple) support alignment; hedging/pledging ban further aligns incentives .
- Shareholder responsiveness/controls: Company maintains dual clawback policies and prohibits hedging/pledging; 2024 Say‑on‑Pay received ~88.4% support (context for overall governance posture, albeit focused on executives) . The Board proposed/bylaw changes to allow 25% holders to call special meetings, citing investor feedback—a constructive governance signal .
RED FLAGS: Founder, non‑independent Vice Chair receiving separate consulting fees ($100,000) while on the Board; investors may scrutinize the approval/oversight process and scope to ensure continued arm’s‑length terms and independence safeguards .