Larry Cheng
About Larry Cheng
Independent director of GameStop since 2021 (age 49). Co‑Founder and Managing Partner at Volition Capital; previously at Fidelity Ventures, Battery Ventures, and Bessemer Venture Partners. Harvard College graduate (Psychology). Board skills cited include capital allocation/finance, ecommerce, internet services, consumer brands, digital media/gaming; currently serves on Compensation Committee and Nominating & Corporate Governance Committee; the Board affirms his independence under NYSE and SEC standards .
Past Roles
| Organization | Role | Tenure (Years) | Committees/Impact |
|---|---|---|---|
| Volition Capital, LLC | Co‑Founder & Managing Partner; leads Internet & Consumer team | — | First investor in Chewy; focus on ecommerce, internet services, consumer brands, digital media/gaming |
| Fidelity Ventures | Investor | — | Growth/venture investing experience |
| Battery Ventures | Investor | — | Growth/venture investing experience |
| Bessemer Venture Partners | Investor | — | Growth/venture investing experience |
External Roles
| Organization | Role | Committees/Impact |
|---|---|---|
| Grove Collaborative Holdings, Inc. | Director | Not disclosed in GME proxy |
Board Governance
| Attribute | Detail |
|---|---|
| Committees | Compensation Committee (member); Nominating & Corporate Governance Committee (member) |
| Chair Roles | None; Compensation and Nominating Committees chaired by Alan Attal; Audit chaired by Jim Grube |
| Independence | Independent under NYSE and SEC standards |
| Board attendance | Board met 5 times in fiscal 2024; each incumbent director attended ≥75% of aggregate Board and committee meetings while serving |
| Board structure | Combined President/CEO/Chair (Ryan Cohen) with a Lead Independent Director (Alan Attal); independent directors hold regular executive sessions |
| Investment Committee | Separate Investment Committee includes CEO and two directors (members not detailed here) |
Fixed Compensation
| Component | Amount/Policy |
|---|---|
| Annual cash retainer | $0; commencing with the 2024 annual meeting, the Board eliminated all compensation for non‑employee directors |
| Committee membership fees | $0 |
| Committee chair fees | $0 |
| Meeting fees | $0 |
| Historical equity retainer | Prior to 2024: RSU grant sized at $200,000/30‑day avg price, vesting to next annual meeting; discontinued starting 2024 |
| Reimbursements | Reasonable expenses for meeting attendance reimbursed |
Performance Compensation
| Metric/Instrument | Status |
|---|---|
| Director equity (RSUs/DSUs) | None since 2024; directors only benefit via appreciation on personal shareholdings |
| Performance metrics (TSR/financial KPIs) tied to director pay | Not applicable; no director compensation program |
| Ownership guideline | Non‑employee directors must maintain ≥$275,000 in GME stock (valued on 200‑day trailing average); 5‑year compliance window; all directors in compliance as of Feb 1, 2025 |
Other Directorships & Interlocks
| Item | Detail |
|---|---|
| Compensation Committee interlocks | None requiring disclosure for current members (Attal, Cheng, Grube) |
| Related‑party transactions | 2024 collaboration with Collectors/PSA (CEO Nat Turner) ~$9.8 million; reviewed/approved by Audit Committee. No related‑party transactions disclosed for Cheng |
| Shared networks | Multiple directors have Chewy backgrounds; not flagged as related‑party transactions in proxy |
Expertise & Qualifications
| Qualification | Evidence |
|---|---|
| Finance/capital allocation | Managing partner at Volition Capital; board matrix includes finance experience |
| Ecommerce/consumer | Focus areas include ecommerce, consumer brands; board matrix cites ecommerce/retail experience |
| Digital media/gaming | Named focus area; relevant to GME’s categories |
| Education | Harvard College, Psychology |
Equity Ownership
| Holder | Shares | Form of Holding | % Outstanding | Pledged? |
|---|---|---|---|---|
| Larry Cheng | 83,000 | Indirect via Cheng Capital LLC (sole member) | <1% (“*” less than 1%) | No pledge disclosed in proxy footnotes |
Stock ownership and trading policies:
- Ownership guideline: ≥$275,000 for non‑employee directors; all directors in compliance as of Feb 1, 2025 .
- Anti‑hedging: Prohibits short sales, derivatives, exchange funds .
- Pledging: Permitted up to 50% loan‑to‑value; pre‑clearance required; annual risk assessment by Nominating & Governance Committee .
Insider Trades (Form 4)
| Date | Type | Shares | Price | Total | Post‑trade holdings | Source |
|---|---|---|---|---|---|---|
| 2025‑04‑03 | Purchase (Indirect via Cheng Capital LLC) | 5,000 | $21.54 | $107,700 | 83,000 | |
| 2024‑07‑08 | Purchase (Indirect) | 4,140 | $24.85 | $102,879 | 78,000 | |
| 2024‑04‑08 | Purchase (Indirect) | 10,000 | ~$11.22 | ~$112,238 | 73,860 | |
| 2023‑09‑08 | Purchase (Indirect) | 6,000 | $17.65 | $105,926 | 63,860 |
Supplemental aggregator references:
- Consolidated insider history:
- April 2025 summary article:
Governance Assessment
- Board roles and independence: Cheng is a fully independent director on two key committees (Compensation; Nominating & Governance), supporting oversight of pay, director nominations, and governance processes .
- Attendance and engagement: The Board met five times in fiscal 2024 and each incumbent director attended ≥75% of Board and committee meetings—indicates baseline engagement; individual attendance rates by director are not disclosed .
- Compensation alignment: Non‑employee director pay eliminated since 2024; directors only benefit via personal share appreciation, reinforced by ownership guideline of $275,000—strong alignment with shareholders but may reduce incentives for service intensity and committee leadership load .
- Ownership/skin‑in‑the‑game: Cheng holds 83,000 shares (indirect via LLC); all directors were in ownership guideline compliance as of Feb 1, 2025 .
- RED FLAGS and risk indicators:
- Pledging policy allows up to 50% LTV on pledged shares; while no pledge disclosed for Cheng, permissive policy can introduce forced‑sale risk in stress scenarios .
- Combined CEO/Chair structure heightens reliance on Lead Independent Director; mitigated by regular executive sessions and committee independence .
- Related‑party transaction with Collectors/PSA (~$9.8mm) involves another director (Nat Turner), not Cheng; reviewed/approved by Audit Committee—monitor ongoing governance controls over interlocks .
- Say‑on‑pay and shareholder feedback: 98.6% approval of NEO compensation at 2024 annual meeting; reflects broad support for pay philosophy emphasizing equity and ownership; director pay policy (elimination) was also disclosed in proxy .
Overall signal: Cheng’s venture/consumer internet expertise aligns with GME’s evolving strategy; independence and committee roles strengthen governance. Ownership is meaningful and recent open‑market purchases support confidence. Key monitoring areas are the company’s permissive pledging framework and any future related‑party dynamics elsewhere on the Board .