Stuart Landesberg
About Stuart Landesberg
Stuart Landesberg, 39, co-founded Grove Collaborative in 2012 and has served on the board since June 2022. He was President & CEO through August 2023, Executive Chair from August 2023 to February 2025, and transitioned to Non‑Executive Chairperson in February 2025; he is currently CEO of Amor Fati Industries (since November 2024). He holds a B.A. in Economics and Spanish from Amherst College (magna cum laude) and began his career in investment banking at Lehman Brothers, followed by roles at Toro Investment Partners and TPG Capital .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Grove Collaborative Holdings, Inc. | Non-Executive Chairperson of the Board | Feb 2025–present | Board leadership (non-exec); works with Lead Independent Director on agendas |
| Grove Collaborative Holdings, Inc. | Executive Chair | Aug 2023–Feb 2025 | Board leadership during transition |
| Grove Collaborative Holdings, Inc. | President & CEO | 2012–Aug 2023 | Co-founder; led DTC/CPG strategy |
| Amor Fati Industries Inc. | Chief Executive Officer | Nov 2024–present | External operating role (wildland fire tech) |
| TPG Capital | Investor (consumer/internet) | Prior to 2012 | Capital markets expertise |
| Toro Investment Partners | Founding team member | Prior to 2012 | Public markets/hedge fund perspective |
| Lehman Brothers | Investment Banking | Career start | Transaction experience |
External Roles
| Organization | Role | Tenure | Notes |
|---|---|---|---|
| Amor Fati Industries Inc. | Chief Executive Officer | Nov 2024–present | Private company; not a public directorship |
Board Governance
- Independence status: Not independent due to prior employment by the company (determination as of the 2025 proxy) .
- Board leadership: Transitioned from Executive Chair (2024) to Non‑Executive Chairperson in Feb 2025; Lead Independent Director is John Replogle .
- Committee assignments: Not listed as a member of Audit, Compensation, or Sustainability, Nominating & Governance (SNG) committees; committee memberships and chairs below .
- Attendance: Board held 7 meetings in 2024; each current director attended at least 75% of Board and relevant committee meetings; independent directors met regularly in executive sessions .
- Board and committee evaluations: Annual third‑party facilitated self‑evaluation using questionnaires and one‑on‑one interviews overseen by SNG Committee .
| Committee | Members | Chair | Meetings in 2024 |
|---|---|---|---|
| Audit | David Glazer; Kristine Miller; Naytri Shroff Sramek | David Glazer | 5 |
| Compensation | Larry Cheng; Kristine Miller; John Replogle (plus Sramek in 2024/early 2025) | Kristine Miller | 6 |
| Sustainability, Nominating & Governance | Larry Cheng; Naytri Shroff Sramek; John Replogle (plus Arif in 2024/early 2025) | Naytri Shroff Sramek | 3 |
Fixed Compensation
- 2024 executive cash compensation: At his request, Landesberg reduced his 2024 base salary from $500,000 to $375,000 in March 2024; actual salary paid for 2024 was $409,135 .
- Board pay status: As an employee and non‑independent director during 2024, he did not receive additional director compensation .
- Transition to non‑employee director: In Dec 2024, agreed to become a non‑employee director effective Feb 17, 2025 and to receive the standard non‑employee director cash/equity package thereafter; COBRA employer cost for up to 3 months; outstanding equity continues vesting while serving; if terminated by the Company other than for cause, time‑based equity fully vests .
| 2024 Director Cash Retainers (structure) | Amount ($) |
|---|---|
| Annual cash retainer (non‑employee directors; raised from $40k to $50k in July 2024) | 50,000 |
| Non‑Employee Chairperson / Lead Independent Director | 25,000 |
| Audit Committee member | 10,000 |
| Compensation Committee member | 6,000 |
| SNG Committee member (raised to $5k in July 2024) | 5,000 |
| Audit Committee Chair (inclusive of member retainer) | 20,000 |
| Compensation Committee Chair (raised to $12k in July 2024) | 12,000 |
| SNG Committee Chair (raised to $10k in July 2024) | 10,000 |
Performance Compensation
- 2024 PSUs: Granted 286,000 PSUs in Feb 2024 with dual time- and market-based vesting; 25% tranches vest upon 90‑day VWAP thresholds of $3.50, $5.00, $7.00, $10.00 achieved during 1/1/2024–12/31/2027; time‑based vesting over three years (1/3 on 1/1/2025, then eight quarterly installments) .
- 2024 stock awards fair value: $350,865 in 2024 (ASC 718) .
- Legacy option awards include a performance‑vesting market‑price option (203,433 unexercisable at $18.85 strike) vesting on a $63.90 20‑day VWAP trigger or certain corporate transactions; expires 2/14/2031 .
| Award | Grant Date | Instrument | Shares/Units | Time‑Based Vesting | Performance Metrics | Performance Period |
|---|---|---|---|---|---|---|
| Executive Equity (PSU) | 2/26/2024 | PSUs | 286,000 | 1/3 on 1/1/2025; remainder in 8 quarterly installments | 90‑day VWAP at $3.50/$5.00/$7.00/$10.00 (25% per hurdle) | 1/1/2024–12/31/2027 |
| Legacy Option (market‑price) | 2/15/2021 | Stock Option | 203,433 unexercisable | N/A | Vests on $63.90 20‑day VWAP or specified corporate transaction | N/A |
Other Directorships & Interlocks
| Category | Detail |
|---|---|
| Current public company directorships | None disclosed in his biography |
| Prior public company boards | None disclosed in his biography |
| Notable board interlocks (Board context) | Volition Capital’s preferred stock financing includes director designation rights (Larry Cheng serves as a director), creating a broader investor‑influenced board dynamic (contextual; not specific to Landesberg) |
Expertise & Qualifications
- Direct‑to‑consumer and CPG operating expertise; capital markets/investing background (TPG, Toro Investment Partners; investment banking at Lehman) .
- Academic credentials: B.A. Amherst College, magna cum laude with distinction .
- Board leadership experience as Executive Chair (2023–2025) and Non‑Executive Chair (2025–) .
Equity Ownership
| Measure | Amount |
|---|---|
| Total beneficial ownership (Class A) | 2,073,377 shares; 5.1% of Class A outstanding and 5.1% total voting power (as of 4/23/2025; base of 40,254,746 Class A) |
| Components (footnote) | Includes 123,558 shares held by the Landesberg Living Trust; 120,672 shares issuable upon RSU vesting; and 530,706 shares subject to an outstanding stock option exercisable by Mr. Landesberg |
| Outstanding options (exercisable) | 530,706 at $3.20; exp. 3/29/2028 |
| Outstanding options (unexercisable) | 203,433 at $18.85; exp. 2/14/2031 |
| Unvested RSUs (selected grants) | 31,704; 225,287; 226,850 unvested at 12/31/2024 (see vesting footnotes) |
| PSUs outstanding | 286,000 (2024 grant; market/time conditions) |
Governance Assessment
- Not independent: Despite becoming a non‑employee director in Feb 2025, he is deemed not independent due to prior employment, which can raise oversight and conflict‑of‑interest perceptions for investors .
- Board leadership: As Non‑Executive Chair, he influences agendas with the CEO, balanced by a Lead Independent Director structure—constructive for checks and balances if rigorously executed .
- Attendance and engagement: Board met 7 times in 2024; each current director met the ≥75% attendance threshold; independent directors held regular executive sessions—positive for board effectiveness .
- Pay and alignment signals: He voluntarily reduced base salary in 2024 and declined participation in the 2024 annual incentive plan and a $500,000 transition bonus—an alignment‑positive signal during a challenging period . 2024 PSUs use explicit stock‑price hurdles (90‑day VWAP) and multi‑year vesting—direct tie to shareholder returns .
- Ownership “skin in the game”: Holds ~5.1% of Class A, including exercisable options and unvested RSUs—meaningful alignment with equity holders .
- Related‑party exposure: Family relationship disclosed—his sister‑in‑law employed at Grove with 2024 base salary of $200,050 and stock awards; Audit Committee oversees related‑party transactions (disclosure mitigates but remains a monitoring point). RED FLAG potential if scope expands .
- Transition protections: Upon moving to non‑employee director, outstanding equity continues to vest; time‑based awards fully vest if terminated by the Company other than for cause—investors should monitor potential single‑trigger‑like optics if applied broadly . Broader equity program uses double‑trigger vesting in change‑of‑control scenarios for many awards—governance‑friendly .
- Director compensation framework: 2024 director equity grants were halved ($145k to $72.5k) to limit dilution; cash retainers adjusted upward—signals sensitivity to dilution trade‑offs .
- Committee independence: He is not on key committees (Audit, Compensation, SNG), all of which are composed of independent directors and met 3–6 times in 2024—appropriate segregation of oversight from a non‑independent Chair .
Director Compensation (context for 2024)
| Name | Fees Earned (Cash) | Stock Awards | Total |
|---|---|---|---|
| Stuart Landesberg | — | — | — (employee director; see NEO compensation) |
2024 NEO Compensation (Landesberg)
| Year | Salary ($) | Stock Awards ($) | Total ($) |
|---|---|---|---|
| 2024 | 409,135 | 350,865 | 760,000 |
Performance Award Details (Landesberg)
| Metric | Detail |
|---|---|
| 2024 PSU grant size | 286,000 PSUs |
| Time vesting | 1/3 on 1/1/2025; remaining in 8 quarterly tranches |
| Market hurdles | 90‑day VWAP thresholds at $3.50/$5.00/$7.00/$10.00 (25% each) |
| Performance window | 1/1/2024–12/31/2027 |
Related‑Party Transactions (Disclosed)
| Item | Detail |
|---|---|
| Family relationship | Sister‑in‑law employed; 2024 base salary $200,050 (eff. March 2024) and stock awards with $60,387 grant‑date fair value |
| Oversight | Audit Committee reviews related‑person transactions per policy |
| Transition agreement | Director transition terms incl. continued vesting and COBRA support; time‑based equity vests fully if terminated by Company other than for cause |
Other Notes
- Board classification: Classified board; Landesberg is a continuing Class I director (term to 2026 annual meeting) .
- Beneficial ownership base: Ownership percentages as of April 23, 2025; Class A outstanding 40,254,746 .
Key investor takeaways: Landesberg’s continued board leadership and sizable equity stake support alignment, while non‑independence and a family related‑party tie warrant ongoing monitoring. The shift to a non‑exec Chair with independent committees and regular executive sessions partially mitigates conflict risks, and PSU design is tightly linked to share price performance .