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Greg LeClaire

Independent Director at LIVE VENTURESLIVE VENTURES
Board

About Greg LeClaire

Greg LeClaire is an independent director of Live Ventures (appointed July 2, 2025) and was simultaneously appointed to all three standing committees; he is designated an audit committee financial expert and meets NASDAQ and SEC heightened independence standards for audit committees . He previously served on Live Ventures’ board (2008–2014) including as Audit Committee Chair and Compensation Committee member, and advised the Board and Audit Committee from November 2020 until his 2025 appointment . LeClaire holds an M.S. in Management from Stanford Graduate School of Business and a B.S. in Accounting from the University of Utah, and brings deep finance, SEC reporting, SOX compliance, budgeting and financial management expertise .

Past Roles

OrganizationRoleTenureCommittees/Impact
Live VenturesIndependent DirectorMay 2008 – Jan 2014Audit Committee Chair; Compensation Committee member
Live VenturesAdvisor to Board & Audit CommitteeNov 2020 – Jul 2025Advised governance/financial reporting oversight

External Roles

OrganizationRoleTenureCommittees/Notes
Muso, Inc. (global healthcare nonprofit)Chief Financial OfficerNov 2019 – presentFinance/SEC/SOX experience
By the Bay Health, Inc.Director; Finance Committee memberDec 2020 – Jun 2025Nonprofit governance/finance oversight

Board Governance

  • Current committee assignments: Audit; Compensation; Governance & Nominating (appointed to each standing committee effective July 2, 2025) .
  • Independence and expertise: Board determined he is independent under NASDAQ 5605(a)(2); meets Rule 10A-3 and NASDAQ 5605(c)(2) heightened audit independence; designated “audit committee financial expert” and “financially literate” .
  • Board leadership: CEO (Jon Isaac) also serves as Chair; the Board does not have a Lead Independent Director .
  • Annual meeting results (context for governance climate): 2025 say-on-pay approved; stockholders favored triennial frequency for say-on-pay .

Fixed Compensation

ComponentAmount/TermsSource/Notes
Standard non-employee director cash retainer$30,000 annually ($2,500/month)FY2024 Director Compensation table shows $30,000 cash per director; no separate meeting fees
Meeting feesNone paid“None of our directors received separate compensation for attending meetings”
Greg LeClaire eligibilityEligible to receive cash compensation consistent with non-employee directorsAppointment 8-K references Proxy program

Performance Compensation

ElementTermsNotes
Equity awards (RSUs/Options) to directorsNone reported for FY2024Director Stock Awards and Option Awards columns were zero/not reported

Other Directorships & Interlocks

CompanyPublic/PrivateRoleOverlap/Interlock Risk
Muso, Inc.NonprofitCFONo Live Ventures disclosed related-party transactions with LeClaire
By the Bay Health, Inc.NonprofitDirector; Finance CommitteeEnded June 2025
Live Ventures (prior)PublicDirector (2008–2014)Historical service; former Audit Chair

Expertise & Qualifications

  • Audit/financial: Audit committee financial expert; financially literate; extensive experience in finance/accounting, SEC reporting, SOX compliance, budgeting and financial management .
  • Education: M.S. in Management (Stanford GSB); B.S. in Accounting (University of Utah) .
  • Executive background: CFO of NASDAQ-listed and private companies; CFO of Muso since 2019 .

Equity Ownership

FilingDate (Trans./Filing)Title of SecurityAmount OwnedOwnership FormHolder/Note
Form 3 (initial statement)Jul 2, 2025 / Jul 18, 2025Common Stock750IndirectBy LeClaire LLC (SEC link: https://www.sec.gov/Archives/edgar/data/1045742/000162828025035378/0001628280-25-035378-index.htm)
  • No related-party transactions disclosed for LeClaire; no family relationships with officers/directors .
  • Company outstanding shares reference point (context): 3,076,802 common shares outstanding as of May 9, 2025 (not specific to LeClaire’s filing) .

Governance Assessment

  • Strengths

    • Independent appointment with finance depth; audit committee financial expert, immediately added to all key committees—bolsters oversight in a complex governance environment .
    • No related-party ties and no family relationships—reduces conflict risk for an audit-focused director .
    • 2025 shareholder votes supportive of executive pay program and triennial say-on-pay cadence, suggesting generally constructive investor sentiment .
  • Concerns and context for investors

    • RED FLAG: CEO is also Board Chair and there is no Lead Independent Director—weakens independent counterbalance and could affect board effectiveness .
    • RED FLAG: Highly concentrated control—Jon Isaac/ICG beneficially own ~51.2% of outstanding stock; substantial related-party financing arrangements (ICG loans and revolver; other insider-linked notes) heighten conflict oversight needs .
    • RED FLAG: Ongoing SEC civil litigation against the company and certain officers related to 2016–2018 reporting and disclosures underscores the importance of strong audit oversight; LeClaire’s audit expertise is a positive mitigant, but case status remains pending (summary judgment motions filed Oct 2024) .
    • Alignment signal: Director pay is cash-only with no routine equity component reported in FY2024, which may limit director-shareholder alignment versus equity-heavy structures common at peers .
  • Implications

    • LeClaire’s finance/audit profile and independence are positives for audit rigor and committee workload. However, board-structure risks (combined Chair/CEO; no LID) and pervasive related-party financing elevate the importance of robust committee oversight where LeClaire will play a central role .