Dacona Smith
LENNAR CORP /NEW/About Dacona Smith
Dacona Smith (age 52) is an independent director of Lennar Corporation, serving since 2023. He retired from Walmart in 2023 after a 30+ year career culminating as Executive Vice President and Chief Operations Officer of Walmart U.S. Stores, bringing deep retail operations and leadership expertise to Lennar’s board; he currently serves on the Compensation Committee .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Walmart Inc. | Executive Vice President & Chief Operations Officer, Walmart U.S. Stores | c. 30+ years; retired 2023 | Progressed through store, regional, and corporate operations; senior operations leadership |
External Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| None disclosed | — | — | No other public company directorships reported for Smith |
Board Governance
| Item | Detail |
|---|---|
| Board status | Independent director; director since 2023 |
| Committee assignments | Compensation Committee member (Chair: Teri P. McClure; members include Banse, Gilliam, Hudson, Smith) |
| Committee chair roles | None (not a chair) |
| Independence determination | Board affirmed independence under NYSE standards in Jan 2025 |
| Attendance | Each director attended at least 75% of Board and applicable committee meetings in FY2024; Board met 7 times |
| Committee meeting cadence (FY2024) | Compensation: 4 meetings; Audit: 11; Nominating & Corporate Governance (NCG): 4; Executive: 0; Independent Directors Transactions: 0 |
| Executive sessions | Independent directors meet regularly in executive session; Lead Director presides |
| Lead Independent Director | Armando Olivera (since Apr 10, 2024) |
Fixed Compensation
| Component | Amount/Structure | Notes |
|---|---|---|
| Annual retainer | $140,000; paid 50% in cash and 50% in Class A common stock | |
| Annual equity grant | $135,000 in Class A common stock (863 shares at $156.43 on Apr 10, 2024); 50% subject to a two-year holding period | |
| Committee membership fees | Compensation Committee member: $15,000 (chair: $20,000) | |
| FY2024 fees — Smith (cash) | $85,000 | Aligns with $70,000 cash retainer (50% of $140,000) + $15,000 Compensation Committee membership |
| FY2024 stock awards — Smith | $204,830 | Includes 50% stock retainer and annual equity grant |
| FY2024 all other comp — Smith | $169 | Cash in lieu of fractional shares |
| FY2024 total — Smith | $289,999 | Sum of fees, stock awards, and other |
Performance Compensation
Directors do not receive performance-based incentives. Non-management director pay consists of cash retainers, committee fees, and time-based equity with a two-year hold on 50%; no stock options or performance share units are granted to directors .
Other Directorships & Interlocks
| Category | Detail |
|---|---|
| Current public company boards | None disclosed for Smith |
| Compensation Committee interlocks | None; no members served as Lennar officers; no related-party transactions requiring disclosure for FY2024 |
Expertise & Qualifications
- Retail and operations leadership: former EVP & COO of Walmart U.S. Stores; extensive frontline-to-executive operating experience .
- Board-identified skills: retail industry expertise; strong operational capabilities; executive leadership experience .
Equity Ownership
| Holder | Class A Shares | Class B Shares | % of Class | Notes |
|---|---|---|---|---|
| Dacona Smith | 2,122 | 0 | <1% | Beneficial ownership as of Feb 12, 2025 |
| Director ownership guidelines | 5x annual director retainer within five years; all directors in compliance or on track | — | — | — |
| Hedging/Pledging | Directors prohibited from hedging; may only pledge shares held in excess of ownership guideline requirements . Prohibition against pledging shares used to satisfy guidelines also noted in governance practices . | — | — | — |
Governance Assessment
-
Positives
- Independent director with fresh tenure (since 2023) and relevant operating expertise; serves on key Compensation Committee overseeing pay practices .
- No disclosed related-party transactions or interlocks involving Smith; Board affirmed his independence in Jan 2025 .
- Strong director pay structure emphasizing equity and holding requirements; robust ownership guidelines; hedging prohibited; pledging tightly restricted .
- Engagement signal: Say-on-pay received 79% support at 2024 annual meeting, with the Compensation Committee continuing shareholder outreach and program refinements (relevant to Smith’s committee role) .
-
Watch items
- Governance structure context: Dual-class voting concentrates 40.2% of combined voting power with Executive Chairman/Co-CEO Stuart Miller, which can limit minority shareholder influence despite majority-independent board (board-level, not Smith-specific) .
- Significant related-party ecosystem (e.g., Millrose spin-off arrangements) exists at the company level; however, no link to Smith is disclosed and related-party approval procedures are in place .
-
Attendance and engagement
- Board met 7 times; Compensation Committee met 4 times in FY2024; each director attended at least 75% of Board and applicable committee meetings, indicating baseline engagement .
Overall: Smith appears independent, engaged, and aligned via equity-heavy director compensation and ownership requirements, with no disclosed conflicts or attendance issues. Company-level governance concentration and related-party complexity remain broader considerations for investors, but there are no Smith-specific red flags in the proxy disclosures .