Rob Sundy
LA-Z-BOYAbout Rob Sundy
Rob Sundy is President, Retail at La‑Z‑Boy Incorporated, appointed October 13, 2025; he previously served as President, La‑Z‑Boy Brand and Chief Commercial Officer, leading sales, merchandising, marketing, and consumer insights globally. He brings 25+ years in marketing and general management; his current scope includes 207 company-owned La‑Z‑Boy Furniture Galleries stores and sales to independently owned Galleries, continuing to align the consumer experience across the entire network . Executive compensation and incentives for Sundy are tied to company performance metrics including Sales, Operating Margin, Operating Cash Flow, rTSR, and stock price via equity awards; FY 2025 company results included $2.1B sales (+3% YoY), GAAP operating margin 6.4% and adjusted operating margin 7.6% .
Past Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| La‑Z‑Boy Incorporated | President, Retail | Appointed Oct 13, 2025 | Leads 207 company-owned Galleries and sales to independent Galleries; continues to lead Marketing; alignment across omni-channel retail network |
| La‑Z‑Boy Incorporated | President, La‑Z‑Boy Brand & Chief Commercial Officer | Prior to Oct 2025 (dates not disclosed) | Led sales, merchandising, marketing, consumer insights for La‑Z‑Boy brand globally |
External Roles
No external directorships or roles disclosed for Sundy in company documents; press release notes his prior experience is 25+ years in marketing and general management without company names .
Fixed Compensation
| Metric | FY 2023 | FY 2024 | FY 2025 |
|---|---|---|---|
| Base Salary ($) | 436,583 | 480,000 | 494,167 |
| “All Other Compensation” ($) | 35,212 | 48,442 | 61,171 |
- FY 2025 “All Other Compensation” components for Sundy included company contributions/credits to 401(k)/Executive Deferred Compensation ($46,021) , tax reimbursements related to prior-year deferred comp ($762) , financial planning reimbursement, executive physical program, and identity theft monitoring fees (amounts included in “All Other Compensation”) .
Performance Compensation
Annual Cash Incentive (MIP) – FY 2025
| Metric | Weighting | Target | Actual (Compensation Basis) | Payout vs Target | Sundy Target % of Eligible Salary | Sundy Actual Payout ($) | Vesting/Payment |
|---|---|---|---|---|---|---|---|
| Sales ($mm) | 50% | 2,089 | 2,109 | 114% | 60% | 305,299 | Bonuses paid generally in Q1 following year |
| Operating Margin (%) | 50% | 8.1 | 7.6 (adjusted per pre-set exclusions) | 92% | 60% | 305,299 | Bonuses paid generally in Q1 following year |
| Overall MIP Payout | — | — | — | 103% | 60% | 305,299 | Paid subsequent quarter |
- FY 2025 MIP adjustments to Operating Margin excluded UK goodwill impairment, UK supply chain optimization charges, and purchase accounting per pre-established rules .
- MIP payout rigor: 5-year history averages ~124% of target (range 92%–150%) .
Long-Term Performance Units (PSUs) – Cycles and Metrics
| Cycle | Metrics | Outcome | Vesting |
|---|---|---|---|
| FY 2023–2025 | Sales, Operating Cash Flow, rTSR | 133% payout; sales above target in one of three periods, OCF above max in one period, rTSR between target and max over 3 years | Per grant schedule and plan; earned units vest per cycle |
| Earned but Unvested (as of FY 2025 year-end) | FY 2024 grant: 3,561 units ; FY 2025 grant: 1,342 units | Earned | FY 2024 grant vests Apr 25, 2026; FY 2025 grant vests Apr 24, 2027 |
FY 2025 Grants of Plan-Based Awards (Granted June 24, 2024)
| Award Type | Threshold | Target | Maximum | Grant-Date Fair Value ($) |
|---|---|---|---|---|
| PSUs (units) | 579 | 6,949 | 13,898 | 313,599 |
| RSUs (units) | — | 6,949 | — | 263,993 |
Equity Ownership & Alignment
Beneficial Ownership (as of June 27, 2025)
| Item | Amount |
|---|---|
| Shares Owned Directly/Indirectly (#) | 25,423 |
| Rights to Acquire within 60 Days (#) | 17,104 |
| Total Beneficially Owned (#) | 42,527 |
| Ownership as % of Outstanding | <1% (explicitly below 1%; only CEO at 1.5%) |
| Shares Pledged | None |
Stock Ownership Guidelines
- Guideline multiple for other NEOs (includes Sundy): 3x base salary .
- As of April 26, 2025, all NEOs either met guidelines or were within the five-year transition period .
- Hedging and pledging prohibited for executives and directors .
Outstanding Equity and Vesting Schedules (FY 2025 year-end)
| Grant Year | RSUs Unvested (#) | RSU Vesting Schedule | PSUs Unearned at Maximum (#) | PSU Performance Period End |
|---|---|---|---|---|
| FY 2025 | 6,949 | ¼ on Jun 24, 2025/26/27/28 | 11,584 | FY 2027 (Apr 2027) |
| FY 2024 | 7,158 | ⅓ on Jun 26, 2025/26/27 | 12,728 | FY 2026 (Apr 2026) |
| FY 2023 | 2,065 | ½ on Jun 28, 2025 and 2026 | — | — |
| FY 2022 | 528 | Vested Jun 21, 2025 | — | — |
| Stock Options | Exercisable (#) | Unexercisable (#) | Exercise Price ($) | Expiration | Vesting Notes |
|---|---|---|---|---|---|
| 2023 Options | 6,376 | 6,377 | 24.41 | 6/28/2032 | ½ vested/vest Jun 28, 2025 & 2026 |
| 2022 Options | 4,881 | 1,628 | 37.93 | 6/21/2031 | Unvested portion vested Jun 21, 2025 |
FY 2025 Stock Awards Vested
| Metric | FY 2025 |
|---|---|
| Shares Acquired on Vesting (#) | 17,950 |
| Value Realized on Vesting ($) | 710,589 |
Employment Terms
| Provision | Details |
|---|---|
| Employment Agreements | Company does not provide employment agreements |
| Change-in-Control (CIC) Agreements | Double-trigger: cash severance if CIC and qualifying termination within two years (CEO: three years); 2x for NEOs of base salary + average MIP over prior 3 years; “best-net” approach to excise tax, no gross-ups; continued medical/dental during severance; accelerated vesting possible under equity plans post-CIC with qualifying termination |
| CIC Economics (Sundy) | Base Salary 2x = $994,000 ; Annual Incentive 2x avg MIP = $579,508 ; Stock Options accelerated vesting value $94,382 ; RS/RSUs accelerated/continued vesting value $650,465 ; PSUs accelerated value $974,101 ; Broad-based benefits $10,198 ; Total incremental pay $3,302,654 (assumes qualifying termination immediately post-CIC) |
| Severance (Non-CIC) | Involuntary termination other than cause/resignation with good reason under Severance Plan: $786,754 for Sundy; plus broad-based benefits $5,099; total incremental $791,853 |
| Clawback/Recoupment | Clawback policy on performance-based compensation |
| Hedging/Pledging | Prohibited for executives and directors |
| Equity Grant Timing | Annual grants generally in June; not timed with MNPI |
Performance & Track Record
- Retail and Brand execution: FY 2025 saw retail expansion with 11 new company-owned Galleries and 7 acquisitions, lifting the company-owned footprint to 200+ stores; wholesale sales grew 2%, Joybird sales +5% . New “Long Live The Lazy” campaign launched in FY 2024 to broaden La‑Z‑Boy brand appeal .
- FY 2025 financial results: Sales $2.1B (+3% YoY), GAAP operating margin 6.4%, adjusted operating margin 7.6%, GAAP operating cash flow $187.3M; GAAP EPS $2.35, adjusted EPS $2.92 .
- Incentive outcomes: FY 2025 MIP paid at 103% within a balanced Sales and Operating Margin framework ; FY 2023–2025 performance units paid at 133% with Sales/OCF/rTSR metrics .
Compensation Structure Analysis
- Year-over-year mix: Sundy’s stock awards rose modestly FY 2024→FY 2025 ($548,541→$577,592) alongside a base salary increase ($480,000→$494,167); MIP payout increased ($264,960→$305,299) as performance improved from 92% to 103% of target .
- Equity programs emphasize PSUs with multi-metric design (Sales, OCF, rTSR), aligning pay to TSR and cash generation; time-based RSUs provide retention continuity with quarterly/annual tranches .
- Governance protections: No employment agreements or CIC tax gross-ups; clawbacks; prohibition on hedging and pledging; double-trigger CIC severance .
Say‑on‑Pay & Shareholder Feedback
- 2023 say‑on‑pay approval ~97% of votes cast; committee maintained program design aligned with performance focus; ongoing shareholder engagement reflects support for performance-based structure .
Investment Implications
- Alignment: Strong pay-for-performance design with 50/50 Sales/Operating Margin in MIP and PSUs tied to Sales/OCF/rTSR supports shareholder value creation; Sundy’s role leading Retail and Marketing tightly links his incentives to execution in core revenue channels .
- Retention/overhang: Material unvested RSUs and earned PSUs vest through FY 2026–2028, creating predictable vest-related supply and potential Form 4 activity; options expiring 2031/2032 at favorable strikes may be in-the-money, but hedging/pledging prohibitions reduce misalignment risk .
- Change-in-control economics: Double-trigger CIC would deliver ~$3.3M incremental value to Sundy under the proxy’s illustrative assumptions, notably with PSU acceleration; low governance risk given no gross-ups and clawbacks .
- Execution watchpoints: Retail footprint growth and brand campaigns have supported sales resilience amid industry softness; monitoring MIP metric calibration (e.g., operating margin adjustments) and PSU payout cycles will indicate forward momentum and payout sensitivity .