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Rodney Spriggs

President and Chief Executive Officer, Vintage Stock at LIVE VENTURESLIVE VENTURES
Executive

About Rodney Spriggs

Rodney Spriggs (58) is President and CEO of Vintage Stock, a wholly owned subsidiary of Live Ventures. He joined Vintage Stock in 1990 (GM), has been CEO since 1991 and President since 2002; he holds a B.S. in Business Administration with a marketing minor from Missouri Southern State University . Company-level performance context: Live Ventures’ cumulative TSR fell 46.3% in FY 2024, rose 12.9% in FY 2023, and fell 32.3% in FY 2022 . Consolidated revenues grew from $355.2m to $472.8m*, EBITDA declined from $29.7m to $21.6m*, and net income was -$26.7m* in FY 2024 (vs. -$0.1m* in FY 2023). Financial metrics marked with * are from S&P Global.

Past Roles

OrganizationRoleYearsStrategic Impact
Vintage Stock, Inc.General Manager1990–2002Operational leadership during early growth phase
Vintage Stock, Inc.Chief Executive Officer1991–presentCorporate oversight; new market openings; site selection; lease negotiation; product acquisitions
Vintage Stock, Inc.President2002–presentExecutive leadership of specialty retail footprint

External Roles

OrganizationRoleYearsStrategic Impact
Moving Trading CompanyPresident2006–presentLeadership role (additional operating experience)
Commercial LED lighting and solar companyPartner/AdvisorNot disclosedAdvisory contributions in energy-related ventures

Fixed Compensation

ComponentFY 2023FY 2024
Base Salary (paid)$365,386 $431,648
Annual Bonus (paid)$71,860 $650,000
One-time Cash Bonus (per agreement)$150,000 (agreement executed April 2024)
Perquisites$2,420 (cell phone reimbursement) $3,491 (cell phone reimbursement)
Contracted Base Salary MinimumAt least $500,000 (amended agreement)

Notes:

  • The April 2024 amendment sets base salary at least $500,000 and grants a $150,000 one-time cash bonus .
  • Actual FY 2024 “Bonus” paid was $650,000 per Summary Compensation Table .

Performance Compensation

Program design (Vintage Stock CEO agreement):

MetricWeightingTargetPayout BasisVesting
EBITDA target(s) (as defined in agreement)75%Mutually agreed EBITDA target(s) (specific levels not disclosed) Annual bonus up to 100% of base salary Cash bonus; no equity vesting disclosed
Discretionary component25%Board/CEO discretion Annual bonus up to 100% of base salary Cash bonus; no equity vesting disclosed

Actual bonus payouts:

YearAnnual Bonus PaidNotes
FY 2023$71,860 Mix of performance/discretionary not broken out
FY 2024$650,000 Mix of performance/discretionary not broken out

No stock awards or options were reported for Mr. Spriggs in FY 2024 or FY 2023 .

Equity Ownership & Alignment

ItemDetail
Total Beneficial Ownership11,666 shares; <1% of outstanding
Options (Exercisable/Unexercisable)None outstanding
RSUs/PSUs (Vested/Unvested)None disclosed
Ownership GuidelinesNot disclosed in proxy
Hedging PolicyCompany prohibits hedging transactions for directors, officers, and employees

Security ownership table shows Mr. Spriggs with 11,666 shares; no footnotes indicating pledges or derivatives .

Employment Terms

TermDetail
Agreement PartiesVintage Stock and Rodney Spriggs
Effective/Amended DatesEffective Nov 3, 2016; amended April 2024
RolePresident and Chief Executive Officer, Vintage Stock
Term LengthThrough March 31, 2026
Base SalaryAt least $500,000 (post-amendment)
Annual BonusUp to 100% of base salary; 75% tied to EBITDA target(s), 25% discretionary
One-time Bonus$150,000 (granted with April 2024 amendment)
Severance (No Cause/Good Reason)Base salary for one year; pro-rata portion of annual bonus for year of termination; COBRA reimbursement per agreement
Change-of-Control EconomicsOne-time cash payment of $500,000 (single-trigger; payment upon CoC)
Restrictive CovenantsConfidentiality, non-compete, non-solicit, non-disparagement

Related Party Transactions

TransactionPrincipalRateMaturityBalance Outstanding
Spriggs Promissory Note I (loan to Company by Spriggs Investments)$2.0m (original) 12% (modified Jan 19, 2023; originally 10%) Extended to July 31, 2025 $0.2m as of Mar 31, 2025; $0.8m as of Sep 30, 2024
Spriggs Promissory Note II (loan to Company by Spriggs Investments)$1.0m 12% Extended to July 31, 2025 $1.0m as of Mar 31, 2025 and Sep 30, 2024

These are loans from Mr. Spriggs’ entity (Spriggs Investments) to Live Ventures; repayment schedules were modified in February 2024 with required principal payments .

Company Performance Context

MetricFY 2023FY 2024
Revenues ($USD)$355.171m*$472.840m*
EBITDA ($USD)$29.706m*$21.627m*
Net Income ($USD)-$0.102m*-$26.685m*

Values retrieved from S&P Global.*

TSR context:

  • FY 2024 cumulative TSR: -46.3% (value of $100 sank to $53.73) .
  • FY 2023 cumulative TSR: +12.9% (value of $100 rose to $112.93) .
  • FY 2022 cumulative TSR: -32.3% (value of $100 fell to $67.70) .

Governance and Shareholder Feedback (Company-level)

  • Compensation program emphasizes performance-based pay and is overseen by the Compensation Committee; no external consultants, and no formal benchmarking used for FY 2024 .
  • Strong say-on-pay support was noted at the July 26, 2022 annual meeting; triennial say-on-pay frequency recommended by the Board .
  • Hedging policy prohibits hedging company securities granted/awarded as compensation .

Investment Implications

  • Pay-for-performance alignment: Mr. Spriggs’ annual incentive is explicitly tied 75% to EBITDA and 25% discretionary . Despite consolidated net losses in FY 2024 (-$26.7m*), his FY 2024 bonus was $650,000 , suggesting subsidiary-level EBITDA may have met targets or elevated discretionary payouts—monitor consistency between subsidiary KPIs and consolidated outcomes. Values retrieved from S&P Global.*
  • Retention and change-of-control: Contract runs through March 2026 with one-year salary severance (no cause/good reason) and a single-trigger $500,000 CoC payment, creating both retention security and potential CoC cash incentive .
  • Equity alignment and selling pressure: Minimal direct ownership (11,666 shares; <1%) and no outstanding equity awards reduce direct stock-price alignment; however, the company’s hedging prohibition reduces misalignment risk . Absence of options implies limited forced selling from expiring awards.
  • Related party exposure: Spriggs Investments is a creditor to Live Ventures with outstanding principal under Note II and residual balance on Note I; amendments in 2024 set required repayments, creating an external cash outflow obligation and potential perceived conflicts—continue to track repayments and any new related-party arrangements .