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Barr Blanton

Director at LANDSTAR SYSTEMLANDSTAR SYSTEM
Board

About Barr Blanton

Barr Blanton (age 42) is an independent director appointed to Landstar System’s Board effective October 31, 2025. He is CEO and a director of Crosslake Technologies; previously a McKinsey & Company partner and Charlotte office managing partner focused on transformation and private equity advisory. He holds a BS from Wake Forest University and an MBA from Duke University .

Past Roles

OrganizationRoleTenureCommittees/Impact
McKinsey & CompanyPartner; Managing Partner, Charlotte office; Transformation & Private Equity practices~2012–Feb 2021Led transformation programs and PE advisory for F500 and portfolio companies

External Roles

OrganizationRoleTenureNotes
Crosslake TechnologiesChief Executive Officer; DirectorFeb 2021–presentTech diligence and advisory for PE firms and portfolio companies
MOXFIVEDirectorNot disclosedCybersecurity firm focused on incident response and forensics

Board Governance

  • Independence: The Board determined Blanton satisfies SEC and NASDAQ independence requirements and is “financially literate,” eligible for Audit, Compensation, Corporate Governance/Nominating & Sustainability, Safety & Risk, and Strategic Planning Committees .
  • Committee assignments: Audit; Compensation; Corporate Governance/Nominating & Sustainability; Safety & Risk; Strategic Planning (not designated as chair) .
  • Board structure and engagement: Landstar’s Board has a non-executive Chair; all key committees are comprised solely of independent directors; independent directors meet in executive session; internal audit reports to Audit Committee . In 2024, the Board held nine meetings; each then-current director attended ≥75% of Board/committee meetings; all directors attended the 2024 annual meeting . Blanton joined after FY2024; his attendance record is not yet applicable.
  • Board expansion and refreshment: On appointment, Board size expanded from eight to ten, adding Blanton and Melanie Housey Hart; both terms expire at the 2026 annual meeting .

Fixed Compensation

ComponentAmountNotes
Annual retainer (cash)$100,000Payable quarterly; Blanton will receive a pro-rated payment for days of service in Q4 2025 .
Committee membership fees$0Landstar does not pay additional committee or chair fees to independent directors; only non-executive Chair receives an additional fee .
Non-executive Chair fee$50,000Applies to Chair role (Diana M. Murphy); not applicable to Blanton .
Meeting fees$0No per-meeting fees; expenses reimbursed .

Performance Compensation

MetricPlanTarget/Outcome
N/A for directorsDirectors Stock Compensation PlanIndependent directors receive time-based restricted stock, not performance-based (no PSUs/options tied to revenue/EBITDA/TSR for directors) .

Other Directorships & Interlocks

CompanyRelationship to LSTRPotential Interlock/Conflict
Crosslake Technologies (CEO/Director)Unrelated tech advisory providerNo Landstar-related party transactions disclosed in appointment filing .
MOXFIVE (Director)Unrelated cybersecurity firmNo Landstar-related party transactions disclosed in appointment filing .

Expertise & Qualifications

  • Technology and cybersecurity leadership (CEO of a tech diligence firm; board role at MOXFIVE) aligning with Safety & Risk Committee oversight of cyber risk .
  • Transformation and private equity advisory experience supporting strategic planning and capital allocation oversight .
  • Financial literacy and eligibility for Audit Committee service .
  • Education: BS (Wake Forest); MBA (Duke) .

Equity Ownership

CategoryAmountNotes
Beneficial ownership (initial)0 sharesForm 3 filed Nov 3, 2025 states “No securities are beneficially owned” .
Ownership % of outstanding0.000%Shares outstanding were 34,946,479 as of Mar 21, 2025 ; initial ownership is zero .
Restricted stock grant (entry)Grant valued at $80,959Directors Stock Plan prorated award equals $80,959 divided by fair market value on Oct 31, 2025, rounded to nearest whole share; grant date is Oct 31, 2025 .
Hedging/pledgingProhibitedCompany policy prohibits hedging and pledging by directors .
Director ownership guideline5x annual cash fee within 5 yearsApplies to all directors; Blanton is subject to guideline timing from initial election .

Fixed Compensation (Director Equity Details)

Grant TypeGrant DateShares/ValueVesting
Restricted Stock (prorated)Oct 31, 2025$80,959 ÷ FMV per share (rounded to whole shares)Per Directors Stock Plan; time-based; typical independent director grants vest at next annual meeting following grant .

Insider Trades and Filings

DateFilingKey Details
Nov 3, 2025Form 3 (Initial Statement of Beneficial Ownership)Reports “No securities are beneficially owned”; relationship: Director; event date 10/31/2025 .

Governance Assessment

  • Positives: Independent status; financially literate; immediate assignment to all major committees strengthens board capacity. Technology/cyber expertise is additive to Safety & Risk oversight (which includes cybersecurity and AI-related risks) . Board refreshment expanded membership to 10, signaling ongoing succession planning .
  • Alignment: Director equity grant under the Directors Stock Plan and 5x-fee ownership guideline drive alignment; hedging/pledging prohibited, reducing misalignment risk .
  • Engagement: Board’s governance framework features executive sessions of independent directors and robust committee structures; 2024 meeting cadence was high, suggesting strong board engagement; Blanton’s attendance not yet reported given late-2025 appointment .
  • Watch items / RED FLAGS:
    • Initial zero share ownership (common at appointment); monitor progress toward ownership guideline within the five-year window .
    • 2025 say‑on‑pay failed (15,217,090 for; 16,993,183 against), indicating investor dissatisfaction with executive compensation; as a Compensation Committee member, Blanton will operate amid heightened scrutiny and should prioritize responsiveness to shareholder feedback .
  • Conflicts/related-party: Appointment disclosures indicate independence and eligibility for committees; no related‑party transactions or loans were disclosed in the 8‑K. His external roles (Crosslake, MOXFIVE) are unrelated to Landstar; continue monitoring for any future business dealings to avoid conflicts .

Notes on Landstar Director Compensation Framework (context)

  • Independent directors receive $100,000 annual cash fee; non‑executive Chair receives $50,000 additional; no meeting or committee chair fees; annual director equity grants are restricted stock that typically vest at the next annual meeting . Blanton’s entry‑year grant was prorated at $80,959, consistent with the plan’s formula .