Matthew M. Bilunas
GENESCOAbout Matthew M. Bilunas
Matthew M. Bilunas (age 52) is Senior Executive Vice President and Chief Financial Officer of Best Buy Co., Inc., with responsibility for global finance, enterprise strategy, and real estate. He joined Genesco’s board in 2022 (3 years of service as of the 2025 proxy), is independent under SEC/NYSE rules, and is designated an “audit committee financial expert.” He holds a bachelor’s degree in accounting from Iowa State University and has held finance roles at Best Buy since 2006 and earlier at Carlson Inc., NRG Energy, Bandag, and KPMG .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Best Buy Co., Inc. | Senior Executive Vice President, Chief Financial Officer and enterprise strategy lead | 2019–present (CFO; with Best Buy since 2006) | Key leader during Best Buy’s transformation; oversees global finance, audit, procurement, financial services, strategy, and real estate |
| Best Buy Co., Inc. | SVP, Enterprise & Merchandise Finance; prior finance roles in retail, e-commerce, marketing | Pre-CFO through 2019 | Broad retail finance and merchandising finance experience |
| Carlson Inc.; NRG Energy; Bandag; KPMG | Finance and accounting roles | Prior to 2006 | Accounting/audit foundations; corporate finance experience |
External Roles
| Organization | Role | Tenure | Notes |
|---|---|---|---|
| Best Buy Co., Inc. (NYSE: BBY) | Senior Executive Vice President & CFO | Current | Operating role; not a disclosed public company directorship in the Genesco proxy . No other public company boards disclosed for Mr. Bilunas in GCO’s 2025 proxy . |
Board Governance
- Committee assignments: Audit Committee member; committee chaired by Mary E. Meixelsperger, with Gregory A. Sandfort also serving. All members are independent and designated “audit committee financial experts.” Audit Committee met 12 times in Fiscal 2025 .
- Independence: Board determined Mr. Bilunas is independent under SEC and NYSE rules .
- Board/committee attendance: The Board met six times in Fiscal 2025; no director attended fewer than 75% of total Board and applicable committee meetings; all directors were present at the last annual meeting .
- Years of service: 3 years as of the 2025 proxy skills matrix .
- Director resignation policy: Majority voting with conditional resignation process in uncontested elections .
- Related-party/Conflicts: Company reports no related-party transactions requiring disclosure under Item 404 since the beginning of the last fiscal year; policy requires Audit Committee/Board approval and recusal for any such transactions .
Fixed Compensation (Director)
| Component | Amount | Notes |
|---|---|---|
| Annual cash retainer | $90,000 | Fiscal 2025 director retainer |
| Committee chair fees | N/A | Chair retainers: Audit $30,000; Compensation $25,000; Nominating & Governance $20,000; Lead Independent Director $35,000 (Mr. Bilunas is not listed as chair/lead) |
| Fees earned (cash) – Bilunas | $90,000 | Actual Fiscal 2025 cash fees |
Performance Compensation (Director Equity)
| Element | Grant date | Amount/Value | Shares/Units | Vesting | Notes |
|---|---|---|---|---|---|
| Annual director equity grant (restricted stock) | 2024-06-26 | Policy value $120,000 | 4,540 restricted shares outstanding at 2025-02-01 | Vests on earlier of 2025 Annual Meeting or first anniversary of grant, subject to continued service | Policy: $120k value per non-employee director; accounting grant-date fair value for FY2025 shown below |
| Stock awards (grant-date fair value) – Bilunas | FY2025 | $111,464 | — | — | As reported in Director Compensation table |
| Non-employee director annual comp cap | — | $500,000 (aggregate cash+equity per year) | — | — | Under Third Amended & Restated 2020 Equity Incentive Plan; exceptions only for extraordinary committee service |
| Clawback/recoupment and dividends on unvested awards | — | — | — | — | Awards subject to recoupment; no dividends/dividend equivalents paid on unvested awards until vest; none on options/SARs |
Other Directorships & Interlocks
| Company | Role | Committee roles | Interlock/Transaction exposure |
|---|---|---|---|
| None disclosed | — | — | No related-party transactions involving Mr. Bilunas disclosed by Genesco for the last fiscal year . |
Expertise & Qualifications
- Designated Audit Committee Financial Expert; deep “financial, transactional, accounting or regulatory compliance” expertise; retail and e-commerce experience; senior leadership background .
- CFO of a large public retailer with oversight of global finance, audit, procurement, financial services, strategy, real estate; prior roles across corporate and field operations (Best Buy) .
Equity Ownership
| Metric | Amount | As of | Notes |
|---|---|---|---|
| Total beneficial ownership (shares) | 9,708 | 2025-04-28 | Includes shares with voting or dispositive power; may include restricted stock vesting within 60 days |
| Unvested restricted shares outstanding | 4,540 | 2025-02-01 | Director annual grant outstanding |
| Shares outstanding (for % calc.) | 10,779,524 | 2025-04-28 | Company common shares outstanding |
| Ownership as % of shares outstanding | ~0.09% | 2025-04-28 | Calculated from 9,708 / 10,779,524; each director (other than CEO) owns <1% |
| Director ownership guidelines | 5x annual cash retainer; 5-year compliance window | Current | All non-employee directors have complied or are within the 5-year window |
| Anti-hedging | Prohibited for directors/officers | Current | Hedging transactions that reduce/limit economic risk are prohibited |
Governance Assessment
- Strengths for investor confidence:
- Independent director with CFO-caliber financial expertise on the Audit Committee; Audit Committee met 12x in FY2025 and issues robust oversight including private sessions and cybersecurity briefings .
- Strong attendance culture (no director <75%); all directors attended the last annual meeting .
- Clean related-party posture; no Item 404 transactions involving directors in the last fiscal year .
- Balanced director pay mix (cash + time-vested equity), clear vesting, robust clawback/recoupment, dividend restrictions on unvested awards, and an annual cap on director compensation .
- Positive say-on-pay signal: 92.2% support at 2024 meeting (company-level indicator of shareholder alignment on pay programs) .
- Potential risk factors/monitoring:
- Outside operating role (CFO of Best Buy) creates typical time-commitment considerations; however, GCO discloses no attendance issues and maintains majority voting and resignation policy safeguards .
- No disclosed interlocks or related-party dealings; continue to monitor for any business linkages between Genesco and Best Buy; current proxy reports none .
- RED FLAGS: None disclosed (no related-party transactions, no attendance deficiencies, no excessive director pay or option repricings in the plan features) .