Michael A. Beindorff - Independent Director | Lifevantage (LFVN) Executive Profile & Compensation

About Michael A. Beindorff

Michael A. Beindorff, 73, has served as an independent director of LifeVantage (LFVN) since January 2012. He brings senior operating and marketing leadership from Visa, Coca‑Cola, PlanetRx.com, Exclusive Resorts, and advisory/investment roles; he holds a BS in Business Administration (University of Alabama) and an MBA (Emory’s Goizueta Business School) .

Past Roles

Organization	Role	Tenure	Committees/Impact
BJ Capital Partners LLC	Managing Partner	2022–present	Syndicates investments in multifamily/commercial real estate
The Far Niente Group	Principal (private investment)	2008–2022	Long‑term capital appreciation focus
Exclusive Resorts	Chief Operating Officer	2004–2008	Luxury travel private club operations
The Greentree Group	Principal & President	2002–2004	Management consultancy; brand/business model work
PlanetRx.com	President & COO; later Chairman & CEO	1999–2002	Led online pharmacy/health portal
Visa	EVP Marketing, Operations & Product Management	1995–1999	Global marketing/operations leadership
Rhodes Furniture	Advertising/Marketing leadership	1993–1995	Brand and advertising leadership
The Coca‑Cola Company	Global advertising/marketing/brand roles	1978–1993	Global brand management

External Roles

Organization	Role	Tenure (if disclosed)	Notes
World Poker Tour (WPTE)	Director	Not disclosed	Prior board service
California Higher Education Loan Authority	Director	Not disclosed	Prior board service
PlanetRx.com	Director	Not disclosed	Prior board service (in addition to executive roles)

Board Governance

Independence: Determined independent under Nasdaq rules .
Committee assignments: Member, Compensation Committee (chair: Darwin K. Lewis); Member, Nominating & Corporate Governance Committee (chair: Cynthia Latham) .
Board leadership: Independent Chair (Raymond B. Greer); CEO/Chair roles separated .
Attendance: Board held 6 meetings; all current directors attended ≥75% of board and committee meetings during their service period .

Committee	Role	Chair	FY2025 Meetings
Compensation	Member	Darwin K. Lewis	9
Nominating & Corporate Governance	Member	Cynthia Latham	5

Fixed Compensation (Director)

Metric	FY2025
Cash Fees	$66,250
Stock Awards (grant-date fair value)	$107,668
Total	$173,918

Director pay program: Monthly retainers — Board Chair $7,000; Audit Chair $6,667; Compensation Chair $6,250; Nominating Chair $5,833; All other non‑employee directors $5,000/month .
Annual equity: On the election date, each non‑employee director receives restricted stock equal to $105,000 divided by the 10‑day average price; vests in a single installment on the one‑year anniversary (pro‑rated if mid‑year appointment) .

Performance Compensation (Director)

Not applicable. Non‑employee directors receive time‑based restricted stock; no performance‑conditioned equity and no annual cash bonus metrics disclosed for directors .

Other Directorships & Interlocks

No related‑party or interlocking relationships disclosed for Mr. Beindorff. Related‑party transactions section notes only the 2024 Cooperation Agreement with stockholder parties including director Dayton Judd; no Beindorff‑related transactions are reported .

Expertise & Qualifications

Skills matrix highlights: Public company experience; C‑suite leadership; consumer products; health & wellness industry; sales/marketing; e‑commerce; international experience .
Education: BS (University of Alabama); MBA (Emory Goizueta) .
Tenure on LFVN board: Since January 2012 .

Equity Ownership

Ownership Detail	Amount
Total beneficial ownership (Aug 31, 2025)	124,222 shares (includes 26,983 direct; 91,413 via Michael A. Beindorff Trust; 5,500 spouse; 326 spouse custodial)
Percent of class	<1% (asterisked in table)
Restricted stock held (as of Jun 30, 2025)	7,819 shares (unvested director grant)
Shares pledged as collateral	None disclosed; hedging prohibited by policy; margin use requires approval
Director ownership guideline	5x annual base cash retainer; must retain net shares until compliant

Governance Assessment

Strengths and alignment
- Independence and multi‑committee service (Compensation; Nominating & Governance) support board oversight beyond management; board chair is independent and roles are separated .
- Robust ownership/retention policy for directors (5x cash retainer; net‑share holding) and prohibition on hedging bolster alignment with shareholders .
- No related‑party transactions involving Mr. Beindorff disclosed; audit committee oversees RPTs per charter .
- Director equity is time‑based RS; equity plan prohibits discounted grants and repricing without shareholder approval .
Risk indicators and watch items
- Section 16(a) filing timeliness: One late report by Mr. Beindorff related to a transfer of directly held shares into a trust where he serves as trustee (administrative issue) .
- Long tenure (since 2012) may warrant periodic independence refresh consideration; board has recently refreshed with new directors in 2024–2025 (Judd, Anbalagan) .
Context signals
- Say‑on‑pay support improved to >73% at the FY2025 meeting, suggesting constructive shareholder engagement; compensation committee (where he serves) increased PRSU weighting and added an EBITDA metric in FY2026 in response to investor feedback .

Insider Filings and Trading Notes

Item	Detail
Section 16(a) compliance	One delinquent Form 4 by Mr. Beindorff for a transfer to a trust of which he is trustee; otherwise believed timely for FY2025 based on company review

No additional insider trading details were disclosed in the proxy beyond standard ownership tables and the noted late filing .

Policy Environment Relevant to the Director

Clawback (recoupment) policy re‑approved Nov 2024, aligned with Dodd‑Frank; applies to incentive compensation (primarily executive context) .
Change‑in‑control: If awards are not assumed/substituted, service‑based awards vest 100% and performance awards vest at greater of target or actual on CIC; applies to plan participants including directors .
Equity plan guardrails: 1‑year minimum vesting (limited exceptions), no repricing, no dividends on unvested shares .