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Mark LaVigne

Director at LA-Z-BOYLA-Z-BOY
Board

About Mark S. LaVigne

Mark S. LaVigne (age 54) is an independent director of La‑Z‑Boy Incorporated, serving since 2023. He is President and CEO of Energizer Holdings, Inc., with prior roles as President & COO, EVP & COO, and earlier as Vice President, General Counsel & Secretary of Energizer’s former parent, and a former partner at Bryan Cave LLP—bringing an operator’s and lawyer’s risk oversight lens to the LZB board. He sits on LZB’s Audit Committee and is designated an “audit committee financial expert.”

Past Roles

OrganizationRoleTenureCommittees/Impact
Energizer Holdings, Inc.President & CEO2021 – presentLeads global CPG portfolio; digital transformation leadership cited in LZB bio
Energizer Holdings, Inc.President & COO2019 – 2020Operations leadership, risk oversight experience
Energizer Holdings, Inc.EVP & COO2015 – 2019Global operations, e‑commerce channel experience
Former parent of Energizer Holdings, Inc.VP, General Counsel & Secretary2012 – 2015Legal, compliance, governance
Bryan Cave LLPPartner2007 – 2010Corporate/legal background

External Roles

OrganizationRoleTenureNotes
Energizer Holdings, Inc.Director2021 – presentOther public company board experience

Board Governance

  • Independence: The Board determined Mr. LaVigne is independent; all committees are composed solely of independent directors .
  • Committees: Audit Committee member; the committee met 9 times in FY 2025; every member is financially literate and designated an “audit committee financial expert” .
  • Attendance/engagement: The Board met 5 times in FY 2025; each director attended at least 75% of Board and applicable committee meetings; independent directors held executive sessions at every Board meeting .
  • Board leadership and risk oversight context: CEO/Chair roles are combined with an independent Lead Director (Michael T. Lawton); the Board oversees ERM with cyber oversight sitting with Audit .

Fixed Compensation

  • Program levels (FY 2025): annual cash retainer $105,000; committee chair retainers (Audit $20,000; Comp $15,000; N&G $15,000); Lead Director +$30,000; equity grant $135,000 in RSUs; RSUs vest on 1‑year anniversary .
  • Program levels (FY 2024): annual cash retainer $100,000; committee chair retainers (Audit $20,000; Comp $15,000; N&G $10,000); Chair of the Board +$100,000; equity grant $120,000 in RSUs; RSUs vest on 1‑year anniversary .
Director Compensation (USD)FY 2024FY 2025
Cash fees earned$100,000 $105,000
RSU awards (grant-date fair value)$120,007 $135,015
All other comp (primarily dividend equivalents)$3,305 $2,936
Total$223,312 $242,951

Performance Compensation

Equity GrantsGrant dateInstrument# UnitsGrant-date FVVesting terms
Annual director equity (FY 2025 cycle)Aug 29, 2024RSUs3,372$135,014.88Vest and settle in shares on 1‑year anniversary; dividend equivalents accrue to vest
Annual director equity (FY 2024 cycle)Aug 2023 (post‑2023 AGM)RSUs3,890$120,006.50Vest and settle in shares on 1‑year anniversary; dividend equivalents accrue to vest

Policy highlights: Hedging/pledging and short sales are prohibited for directors; stock ownership guideline for non‑employee directors is 5× annual cash retainer, with 5‑year compliance window .

Other Directorships & Interlocks

CompanyRoleInterlock/Conflict Notes
Energizer Holdings, Inc.CEO and DirectorNo related‑party transactions requiring disclosure since FY 2025 start; LZB overboarding policy limits NEOs of public companies to ≤1 other public company board besides LZB—Mr. LaVigne’s roles (Energizer + LZB) are within policy

Expertise & Qualifications

  • Public‑company CEO with global consumer brands experience; legal training and prior GC role provide strong risk/compliance oversight .
  • Digital and e‑commerce leadership; technology and operations background aligned with LZB’s omni‑channel and supply‑chain priorities .
  • Designated “audit committee financial expert,” supporting financial reporting and cyber/IT risk oversight within Audit .

Equity Ownership

Ownership detail (as of Jun 27, 2025)Amount
Shares owned directly/indirectly5,743
RSUs held (non‑employee director)3,372
Rights to acquire within 60 days
Total beneficially owned9,115
Ownership as % of shares outstanding<1% (no director/NEO other than CEO ≥1%)
Pledged sharesNone disclosed; hedging/pledging prohibited

Governance Assessment

  • Strengths for investor confidence:

    • Independent director; Audit Committee member and audit committee financial expert—enhances oversight of financial reporting, cyber/IT and compliance risks .
    • High engagement baseline: ≥75% attendance for all directors; independent executive sessions each Board meeting .
    • Compensation alignment and ownership: director equity as RSUs with 1‑year vest; strong 5× retainer ownership guideline; hedging/pledging prohibited .
    • No related‑party transactions requiring disclosure since beginning of FY 2025 .
  • Considerations/monitoring items:

    • Active public‑company CEO—time demands are inherently high; however, LZB’s overboarding policy caps NEOs at one additional public board, and his current board load complies .
    • Broader say‑on‑pay environment at LZB is supportive (97% approval in 2024), reducing near‑term governance friction but should be monitored for trend shifts .

No red flags identified in LZB disclosures for Mr. LaVigne regarding attendance shortfalls, related‑party transactions, pledging, or option repricing. Continue to monitor cross‑company developments at Energizer for reputational/interlock implications.