Jennifer Davis
LEGGETT & PLATTAbout Jennifer Davis
Executive Vice President & General Counsel at Leggett & Platt, appointed January 1, 2024; previously Deputy General Counsel (2015–2020) and Vice President – Deputy General Counsel (2020–2023), after joining the legal department in 2006; prior six-year tenure at Stinson LLP. Education: bachelor’s degree (Wichita State University) and JD (Washburn University School of Law) . Compensation is explicitly tied to “pay-for-performance”: annual incentives based on adjusted EBITDA and cash flow (0–200% payout), and long-term PSUs tied to EBITDA and ROIC with a relative TSR multiplier; RSUs vest in equal thirds over three years . Executive stock ownership guidelines require EVPs to hold stock equal to 3× base salary, with hedging and pledging prohibited; as of March 5, 2025, all currently employed NEOs were in compliance .
Past Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| Leggett & Platt | Executive Vice President – General Counsel | 2024–Present | Senior legal leadership for enterprise |
| Leggett & Platt | Vice President – Deputy General Counsel | 2020–2023 | Deputy leadership across legal matters |
| Leggett & Platt | Deputy General Counsel | 2015–2020 | Deputy oversight of corporate legal |
| Leggett & Platt | Associate General Counsel & Chief Litigation Counsel | 2012–2022 | Led litigation counsel function |
| Leggett & Platt | Legal Department (joined) | 2006 | Company legal experience since 2006 |
External Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| Stinson LLP (Kansas City) | Attorney | ~6 years pre-2006 | Law firm practice experience |
Fixed Compensation
| Metric | 2024 |
|---|---|
| Base Salary ($) | $470,000 |
| Target Annual Bonus (% of salary) | 70% |
| Target Annual Bonus ($) | $329,000 |
| Actual Annual Incentive Paid ($) | $218,456 |
| Target LTI (% of salary) | 170% |
| All Other Compensation ($) | $57,337 |
| Change in Pension Value; Nonqualified Deferred Comp Earnings ($) | $1,976 |
Deferred Compensation Elections:
- Deferred Compensation Program DSUs acquired in lieu of cash: 2,137 stock units for 2024 (acquired at a 20% discount to market) .
- ESU/Deferred Comp discounts included in “All Other Compensation” detail: ESU $50,178 and DSUs $5,875 for 2024 .
Performance Compensation
Annual Incentive (KOIP):
- Metrics: adjusted EBITDA (primary) and cash flow targets; payout range 0–200% .
- Weighting: EBITDA weighted at 65%; remainder allocated to other metrics per KOIP .
- 2024 Target: $329,000; Actual payout: $218,456 (approximately two-thirds of target, calculated from cited values) .
PSUs (2024–2026 cycle):
| Attribute | Detail |
|---|---|
| Performance Metrics | 50% EBITDA, 50% ROIC; Relative TSR multiplier 0.75–1.25 vs S&P 500 Industrials/Materials/Consumer Discretionary and S&P MidCap 400 sectors |
| Grant Date | 2/26/2024 |
| Target Shares | 23,632 |
| Maximum Shares | 47,264 |
| Grant Date Fair Value ($) | $361,570 |
| Vesting | At end of 3-year period (12/31/2026) subject to metrics and TSR multiplier |
RSUs:
| Attribute | 2024 Grant |
|---|---|
| Grant Date | 2/26/2024 |
| Shares Granted | 15,755 |
| Grant Date Fair Value ($) | $265,489 |
| Vesting | 1/3 on the first, second, and third anniversaries of grant |
Stock Awards Vested and Value Realized (2024):
| Metric | 2024 |
|---|---|
| Shares Acquired on Vesting (#) | 1,699 |
| Value Realized on Vesting ($) | $35,015 |
Equity Ownership & Alignment
Beneficial Ownership (as of March 5, 2025):
| Component | Amount |
|---|---|
| Common Stock | 16,489 |
| Stock Units (incl. ESU, DCP, RSUs) | 61,525 |
| Total | 78,014 |
| % of Class | Not shown (<0.1% not displayed per table note) |
Outstanding Equity Awards (as of 12/31/2024):
| Category | Units | Value ($) |
|---|---|---|
| Unvested RSUs | 17,947 | $172,291 (at $9.60 per share on 12/31/2024) |
| PSU – unearned units | 25,592 | $245,683 (market/payout value basis) |
Vesting Schedule Detail (RSUs):
| Grant Date | Unvested Units at 12/31/2024 | Vesting Mechanics |
|---|---|---|
| 2/22/2022 | 450 | 1/3 on each anniversary of grant |
| 3/10/2023 | 1,742 | 1/3 on each anniversary of grant |
| 2/26/2024 | 15,755 | 1/3 on each anniversary of grant |
Policies & Alignment:
- Stock Ownership Guidelines: EVPs must hold 3× base salary; all currently employed NEOs were in compliance as of March 5, 2025 .
- Hedging/Pledging: Prohibited for directors and Section 16 officers (including EVPs) .
- Insider sales: RSU awards settled entirely in shares; executives may hold or sell shares in accordance with laws and company policies .
Employment Terms
| Term | Details |
|---|---|
| Employment agreement | None; NEOs are at-will |
| Severance/CIC | Severance benefit agreements with double-trigger change-in-control; benefits evaluated separately from regular compensation |
| Clawbacks | Mandatory recoupment following restatement; ability to cancel/recoup for fraud or policy violations; Flexible Stock Plan amendments explicitly clarify clawback rights and prohibit cash buyouts of underwater options/SARs without shareholder approval |
| Hedging/Pledging | Prohibited for directors and Section 16 officers |
| Non-compete | NEOs subject to contractual confidentiality and non-compete obligations |
| Tax gross-ups | No tax gross-ups, including for 280G excise tax; no gross-up payments |
Change-in-Control Economics (as of 12/31/2024) – Jennifer J. Davis:
| Component | Amount ($) |
|---|---|
| Severance Payments | $1,598,000 |
| Vesting of PSU Awards | $328,839 |
| Vesting of RSU Awards | $172,291 |
| Retirement Benefits | $170,593 |
| Health & Life Insurance Benefits | $57,866 |
| Total | $2,327,589 |
Death/Disability (as of 12/31/2024) – Jennifer J. Davis:
| Component | Amount ($) |
|---|---|
| PSU vesting | $164,420 |
| RSU vesting | $172,291 |
| Total | $336,711 |
Investment Implications
- Strong alignment: EVPs must hold 3× salary and are prohibited from hedging/pledging; as of March 5, 2025, Ms. Davis was in compliance, reducing misalignment risk .
- Performance-tied pay: Annual cash incentives tied to adjusted EBITDA and cash flow, with PSUs tied to EBITDA and ROIC plus a relative TSR multiplier, aligning incentives with profitability, capital efficiency, and shareholder returns .
- Vesting cadence and potential supply: RSUs vest in equal thirds on grant anniversaries; Ms. Davis had 17,947 unvested RSUs and 25,592 unearned PSUs at 12/31/2024; 1,699 RSU shares vested in 2024 and executives may sell or hold shares subject to policies—monitor Form 4 filings around vest dates for potential selling pressure .
- Downside protection and retention: Double-trigger CIC protections and ~$2.33M potential payout (including accelerated vesting) create retention and transition stability; robust clawback provisions mitigate compensation risk in adverse scenarios .