Maria Duey
About Maria C. Duey
Maria C. Duey, 62, has served as an independent director of Hooker Furnishings Corporation since March 2021. She is CEO of Leonine Advisory and Support Services (since 2018), bringing expertise in strategic planning, M&A, investor relations, and corporate communications; she is the Chair of the Compensation Committee and a member of the Nominating & Corporate Governance and Audit Committees. She earned the NACD “Certified Corporate Director” credential in 2023, and the Board has designated her an “Audit Committee financial expert,” underscoring finance and oversight depth .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Masco Corporation | Vice President – Investor Relations & Corporate Communications | 2005–2014 | Led IR and corporate communications for a leading home improvement and building products manufacturer |
| Masco Corporation | Various roles | 1996–2014 | Progressive IR/corporate communications responsibilities at a blue‑chip manufacturer |
| Horizon Global | VP Corporate Development & Investor Relations | 2015–2017 | Oversaw M&A and IR at a towing/trailering products manufacturer (aftermarket, retail, OE channels) |
External Roles
| Organization | Role | Tenure | Scope/Impact |
|---|---|---|---|
| Leonine Advisory & Support Services | Chief Executive Officer | 2018–Present | Consulting in strategic planning and M&A for private equity, family offices, and small businesses |
Board Governance
- Committee assignments: Chair, Compensation; Member, Audit; Member, Nominating & Corporate Governance .
- Independence: The Board determined Duey is independent under NASDAQ standards; the Board structure uses “committees of the whole” for independent directors .
- Audit expertise: The Board designated Duey as an “audit committee financial expert” (SEC rule) .
- Attendance and engagement: Fiscal 2025 Board held 4 meetings; Audit met 4; Compensation met 4; Nominating & Corporate Governance met 5. Each incumbent director attended at least 75% of Board/committee meetings; all directors attended last year’s annual meeting. Independent directors hold executive sessions at each Board meeting .
- Say‑on‑pay signal: 2024 say‑on‑pay approval exceeded 98%, indicating strong investor support for compensation governance .
Fixed Compensation
| Component | Amount | Timing/Vesting | Notes |
|---|---|---|---|
| Annual Board Cash Retainer | $55,000 | Paid June 2024 | Non‑employee director retainer for 2024–2025 service year |
| Compensation Committee Chair Stipend | $10,000 | Paid June 2024 | Chair stipend (Compensation Committee) |
| Restricted Stock (annual grant) | $70,000 | Granted June 7, 2024; vests at next annual meeting if continuing service | Shares determined by $70,000 divided by FMV three business days after award; early vest on death, disability or change in control; optional deferral permitted |
Non‑employee director compensation (fiscal 2025 service year):
| Name | Cash Fees | Stock Awards | Total |
|---|---|---|---|
| Maria C. Duey | $65,000 | $70,000 | $135,000 |
Performance Compensation
| Director Performance Metrics | Target/Definition | Payout Mechanics |
|---|---|---|
| None (non‑employee director pay) | Not performance‑based | Equity grants are time‑based restricted stock; 100% vest at next annual meeting if in service; accelerated vesting on death/disability/change in control; deferral permitted |
Other Directorships & Interlocks
- Public company directorships: None disclosed for Duey in the proxy .
- Compensation Committee interlocks: None; no HOFT executive served on the compensation committee or board of any company employing any HOFT Compensation Committee member .
Expertise & Qualifications
- M&A and strategic planning leadership; investor relations and corporate communications expertise .
- Audit/finance oversight: Designated audit committee financial expert .
- Governance credential: NACD Certified Corporate Director (2023) .
Equity Ownership
| Item | Detail |
|---|---|
| Beneficial ownership | 16,296 shares; less than 1% of outstanding; sole voting power over all 16,296; sole disposition power over 11,589 |
| Unvested restricted stock (as of Feb 2, 2025) | 4,707 shares |
| Ownership guidelines | Non‑employee directors must hold shares equal to 3× annual cash compensation; 6 years to comply; directors with ≥6 years met guidelines; Duey joined in 2021 (within accumulation period) |
| Hedging/pledging | Prohibited for directors (no zero‑cost collars, forward sales, derivatives, margin accounts, pledging) |
| Section 16(a) compliance | No late filings reported for fiscal 2025 |
Governance Assessment
- Strengths and investor confidence signals:
- Independent director with Chair role on Compensation and membership on Audit/NCG; designated audit committee financial expert, indicating robust oversight capacity .
- Transparent director pay with balanced cash/equity mix and clear vesting; anti‑hedging/pledging policy supports alignment .
- Strong say‑on‑pay (98% in 2024) reflects shareholder support for compensation governance; use of independent consultant Pearl Meyer, with documented independence assessment, reduces consultant conflict risk .
- No related‑party transactions in fiscal 2025; Section 16 compliance clean, reducing conflict/red‑flag risk .
- Watch items:
- External CEO role at Leonine Advisory: while no related‑party transactions were reported, continued monitoring is prudent to ensure no consulting engagements with HOFT or entities that could create perceived conflicts, especially given her Compensation Committee chair role .
- Board meeting cadence (4 in fiscal 2025 vs typical 5–6) was lower; however, committee activity and attendance met expectations; maintain focus on executive sessions and committee throughput .
RED FLAGS: None disclosed for Duey in fiscal 2025 across related‑party transactions, Section 16 compliance, hedging/pledging, or committee interlocks .