Raymond B. Greer

About Raymond B. Greer

Raymond B. Greer is the independent Chair of the Board at LifeVantage (LFVN), serving as an independent director since February 2017 and Chair since November 2023. He brings 35+ years in technology and supply chain leadership, with a B.S. in Mathematics (University of Utah) and an Executive Master’s in Information Systems & Telecommunications (Christian Brothers University). Age: 62 (as of the 2025 proxy). Core credentials: logistics, supply chain management, technology, and public-company leadership .

Past Roles

External Roles

Board Governance

• Role/independence: Independent Chair since Nov 2023; Board maintains separate Chair/CEO roles and intends to keep roles separated in FY2026 . The Board determined Greer is independent under Nasdaq Rules .
• Committee assignments: Greer serves as Chair of the Board and is not listed as a member of standing committees. FY2025 committee compositions: Audit (Anbalagan, Lewis, Judd—Chair, Mauro), Compensation (Latham; Beindorff; Lewis—Chair; Mauro), Nominating & Governance (Latham—Chair; Anbalagan; Beindorff; Judd) .
• Meetings and attendance: FY2025 Board met 6 times; each director attended ≥75% of Board and relevant committee meetings. Committee meeting counts: Audit (4), Compensation (9), Nominating & Governance (5) .

• Shareholder voting signal (Nov 6, 2025 Annual Meeting):
  • Director election (Greer): For 5,715,100; Against 1,949,855; Abstain 32,851 (broker non-votes 1,873,648). Approx. 74.3% support of votes cast (excl. broker non-votes) .
  • Say‑on‑Pay: For 7,420,820; Against 246,406; Abstain 30,580 (strong ~96.4% support of votes cast) .

Fixed Compensation (Director)

• Structure: Monthly retainers—Chair of Board $7,000; Audit Chair $6,667; Compensation Chair $6,250; Nominating & Governance Chair $5,833; Other non‑employee directors $5,000 .
  Note: In Nov 2023, Board increased Chair retainer (from $6,000) and committee chair retainers; annual director equity grant value was increased from $75,000 to $105,000 .

• Greer’s actual compensation:

Performance Compensation (Director)

• Equity design: On each “Election Date,” non‑employee directors receive restricted stock equal to $105,000 divided by the 10‑day average closing price; vesting in a single installment on the one‑year anniversary; mid‑year appointees are pro‑rated .
• Instruments: Time‑based restricted stock; no performance metrics or options in the non‑employee director program (no stock options granted to director nominees/groups under the 2017 Plan tables) .
• Current unvested holdings (as of June 30, 2025): Greer held 7,819 shares of restricted stock .

Other Directorships & Interlocks

• Current public company boards: None disclosed beyond LFVN .
• Prior public company boards: Director, DCT Industrial Trust (2010–2018) .
• Private equity affiliation: Operating Partner, WCAS (since 2022). Company policy requires directors to avoid conflicts; Board will review any potential conflicts; no Greer-related party transactions disclosed .

Expertise & Qualifications

• Skill matrix indications for Greer include: Finance/Capital Markets; Public Company; C‑Suite Leadership; E‑Commerce; International; Artificial Intelligence; Operations/Supply Chain; ESG .
• Education: B.S. Mathematics (University of Utah); Executive Master’s in Information Systems & Telecommunications (Christian Brothers University) .

Equity Ownership

• Beneficial ownership (as of Aug 31, 2025): 99,288 shares; <1% of class (based on 12,693,971 shares outstanding) .

• Ownership alignment policy (directors): Must own shares equal to ≥5x annual base cash compensation; until compliant, must retain “net shares” from equity vestings .
• Hedging/pledging: Hedging and short sales prohibited; inclusion in margin accounts requires approval .
• Section 16 compliance: One late Form 4 for Greer (transfer to a trust) disclosed for FY2025 (administrative timing issue) .

Insider Trades (Form 4) – Last 3 Years

Observations: Annual equity awards are consistent with LFVN’s director program; one open‑market sale (8,000 shares) in Feb 2025 reduced holdings temporarily; subsequent Nov 2025 award increased post‑transaction ownership to 112,819 shares [table sources above].

Governance Assessment

• Strengths

  • Independent Chair with deep supply chain/technology background; separation of Chair/CEO roles enhances oversight .
  • Robust director stock ownership guideline (5x retainer) and hedging/margin restrictions support alignment .
  • Transparent director pay structure; mix leans to equity (FY2025: $84k cash; $107.7k equity) aligning interests .
  • No related‑party transactions involving Greer disclosed; Board conflicts policy in place .
  • Strong Say‑on‑Pay support (~96% of votes cast), signaling investor confidence in pay design .

• Watch items / RED FLAGS

  • Greer’s director election received ~74% support of votes cast (lower than typical uncontested director support), indicating some shareholder dissent .
  • One late Section 16 filing (administrative) noted in FY2025 .
  • Private equity Operating Partner role (WCAS) could present theoretical conflicts if portfolio overlaps; mitigated by Board conflicts policy and no related‑party transactions disclosed .
  • One open‑market sale in Feb 2025; while not unusual for directors, investors may monitor ongoing selling and ownership vs. guideline [table sources above] .

• Committee effectiveness and engagement: Board met 6 times in FY2025; committee cadence appears active (Audit 4x; Compensation 9x; Nominating 5x). Each director met attendance thresholds (≥75%) .