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Tj Linz

President, Wholesale Brands at LA-Z-BOYLA-Z-BOY
Executive

About Tj Linz

Terrence J. (Tj) Linz is currently President, Wholesale Brands at La‑Z‑Boy (appointed Oct 13, 2025), after serving as President, Portfolio Brands since April 2023 and President, Retail Division from April 2019 to April 2023; he is 43 years old . Linz previously led strategy and analytics at La‑Z‑Boy, introducing a new function to improve enterprise data and analytics usage, and brings 15+ years of experience across technology strategy consulting, retail, manufacturing operations, and e‑commerce . Company performance benchmarks during his La‑Z‑Boy tenure include FY sales and net income disclosed in Pay‑Versus‑Performance and total shareholder return (TSR) rising from $143.95 (FY2023) to $203.90 (FY2025) per $100 initial investment, with FY2025 net income of $99,556k and sales of $2,109,207k . La‑Z‑Boy’s annual cash bonus plan (MIP) paid at 103% of target for FY2025 on above‑target sales but below‑target operating margin, indicating moderate pay‑for‑performance alignment .

Past Roles

OrganizationRoleYearsStrategic Impact
La‑Z‑Boy IncorporatedPresident, Retail DivisionApr 2019 – Apr 2023Led company‑owned Retail network and consumer experience alignment across stores .
La‑Z‑Boy IncorporatedPresident, Portfolio BrandsApr 2023 – Oct 2025Led brands outside core La‑Z‑Boy; continued growth under Century Vision strategy .
La‑Z‑Boy IncorporatedStrategy & Analytics LeaderPrior to Apr 2019 (exact dates not disclosed)Introduced new analytics function, improving enterprise data use .

External Roles

OrganizationRoleYearsStrategic Impact
Various (not specified)Technology strategy consulting, retail, manufacturing operations, e‑commerce managementNot disclosedCross‑functional experience driving innovation and transformation .

Fixed Compensation

ComponentFY 2025 AmountNotes
Base salary (earned)$476,667 Salary earned during FY2025.
Base salary (annualized at FY2025 year‑end)$479,000 Year‑end rate effective July 1, 2024.
Target annual bonus (MIP)60% of eligible base salary Company‑wide MIP target for Linz.
Actual annual bonus (MIP) paid$294,501 Paid for FY2025 performance; generally paid Q1 following year .
All other compensation$45,205 Includes company 401(k)/deferred comp contributions $43,931 and tax reimbursements $856; other perqs listed in proxy .

Performance Compensation

Incentive TypeMetric(s)WeightingTargetActual/PayoutVesting
Annual Cash (MIP)Sales; Operating Margin Not disclosed60% of eligible base salary Performance achieved 103% of target; payout $294,501 Cash, generally paid in first quarter following fiscal year .
PSUs – FY2025 GrantFinancial goals + rTSR component Not disclosedTarget 6,732 sh; Max 13,464 sh; Grant‑date FV $303,815 Earned‑but‑unvested totals 1,300 (FY2025 tranche) and 3,449 (FY2024 tranche) FY2025 tranche vests Apr 24, 2027; FY2024 tranche vests Apr 25, 2026 .
RSUs – FY2025 GrantTime‑basedNot applicable6,732 sh; Grant‑date FV $255,749 (granted 6/24/2024) N/A1/4 vest on Jun 24, 2025/2026/2027/2028 .

Equity Ownership & Alignment

ItemDetail
Total beneficial ownership57,723 sh (28,997 directly/indirectly; 28,726 rights to acquire within 60 days) .
Ownership % of shares outstandingUnder 1% (only CEO >1%) .
Vested vs unvested – RSUs16,229 unvested RSUs outstanding with market value $632,120 .
Earned but unvested – PSUs4,749 earned but unvested PSUs (FY2025 1,300; FY2024 3,449) .
Unearned PSUs (maximum)23,554 unearned PSUs shown at max across FY2024–FY2025 cycles .
Options – exercisable/unexercisableSee table below.
Shares pledged as collateralNone; policy prohibits hedging/pledging; table notes no shares pledged .
Ownership guidelinesNEOs required to hold equity ≥3x base salary; five‑year compliance window; all NEOs either meet or are within window .
Hedging/Pledging policyProhibited for executives and directors .

Stock Options Detail and Vesting

Grant FYExercisable (#)Unexercisable (#)Exercise Price ($)ExpirationVesting Schedule
20236,354 6,355 24.41 6/28/2032 Unvested options vest 1/2 on Jun 28, 2025 and 1/2 on Jun 28, 2026 .
20224,668 1,557 37.93 6/21/2031 Unvested options vested on Jun 21, 2025 .
20215,268 27.54 6/22/2030 Previously vested; no remaining unvested .
20206,674 30.24 6/17/2029 Previously vested; no remaining unvested .

RSU Vesting Schedules by Grant

Grant FYUnvested RSUs (#)Vesting Dates
FY20256,732 25% on Jun 24, 2025/2026/2027/2028 .
FY20246,935 1/3 on Jun 26, 2025/2026/2027 .
FY20232,057 1/2 on Jun 28, 2025 and 1/2 on Jun 28, 2026 .
FY2022505 Vested on Jun 21, 2025 .

Employment Terms

ProvisionTerms
Employment agreementsLa‑Z‑Boy does not provide employment agreements to NEOs .
Clawback policyClawback on performance‑based compensation; caps on incentives to mitigate risk .
Severance (non‑CIC)Under severance plan: cash severance; example estimated payment for Linz $760,585 in involuntary termination (other than for cause) .
Change‑in‑Control (CIC)Double‑trigger; for non‑CEO NEOs, 2x base salary + 2x average prior‑3‑year bonus; continuation of medical/dental for 2 years; “best‑net” approach for excise taxes (no gross‑ups); auto‑renewal; CIC agreement extends 24 months upon change .
CIC equity treatmentPBUs convert to time‑based at transaction on prorated performance; if terminated without cause or for good reason within 2 years post‑transaction, all PBUs fully vest; full accelerated vesting of options/RS/RSUs for grants made beginning FY2023 upon qualifying termination post‑CIC .
Estimated CIC payout exampleTotal incremental pay modeled at $3,202,239 for Linz (includes salary multiple, bonus multiple, accelerated equity, benefits), assuming event on Apr 26, 2025 with stock price $38.95 .

Performance & Track Record

MetricFY2021FY2022FY2023FY2024FY2025
Company TSR – $100 initial investment (La‑Z‑Boy)$207.10 $128.27 $143.95 $169.85 $203.90
Peer Group TSR – $100 initial investment$250.51 $174.70 $172.75 $184.06 $192.81
Net Income ($000)$106,461 $150,017 $150,664 $122,626 $99,556
Sales ($000)$1,734,244 $2,356,811 $2,349,433 $2,047,027 $2,109,207
MIP payout (% of target)150% 144% 131% 92% 103%

Notable executive transitions: Linz appointed President, Wholesale Brands (Oct 13, 2025), with remit over merchandising, wholesale sales, and consolidated digital transformation across La‑Z‑Boy and Joybird to enhance omni‑channel capabilities . The FY2025 bonus outcomes reflected above‑target sales and below‑target operating margin .

Compensation Structure & Grants Detail

Grant TypeGrant DateShares/UnitsFair Value ($)Terms
RSUs (FY2025)Jun 24, 20246,732 255,749 Time‑based; 25% vest annually on Jun 24, 2025–2028 .
PSUs (FY2025)Jun 24, 2024Target 6,732; Max 13,464 303,815 Mix of financial goals and rTSR; earned tranches vest Apr 24, 2027 (FY2025) and Apr 25, 2026 (FY2024 carryover) .
Outstanding RSUsVarious FY2023–FY202516,229 unvested; MV $632,120 See vest schedules above .
Outstanding PSUs (earned & unvested)FY2024 & FY20254,749 total (1,300 FY2025; 3,449 FY2024) Payout value $917,428 shown Vest Apr 24, 2027 and Apr 25, 2026 .
Options (exercisable)FY2020–FY2023See option tableExercise prices $24.41–$37.93; expirations 2029–2032; remaining unvested from FY2023 vests on Jun 28, 2025/2026 .

Governance, Policies, and Shareholder Feedback

  • Compensation Committee members: Rebecca L. O’Grady (Chair), Sarah M. Gallagher, James P. Hackett, Michael T. Lawton .
  • Key practices: pay‑for‑performance emphasis; independent consultant (FW Cook); clawbacks; double‑trigger CIC; prohibition of hedging/pledging/short sales; no option repricing; no excise tax gross‑ups .
  • Say‑on‑pay approval ~97% at 2024 AGM; program retained without changes given shareholder support .

Risk Indicators & Red Flags

  • Hedging/pledging: Prohibited; none of the reported shares are pledged, reducing misalignment risk .
  • Option repricing: Prohibited without shareholder approval .
  • Clawback: Policy in place on performance‑based pay .
  • Related party transactions: None requiring disclosure since FY2025 start per policy and annual attestation .

Equity Ownership & Insider Selling Pressure Timeline

  • Near‑term vest events potentially increasing liquidity/sale windows:
    • RSUs: Jun 24, 2026/2027/2028 (FY2025 grant) ; Jun 26, 2026/2027 (FY2024 grant) ; Jun 28, 2026 (FY2023 grant) .
    • PSUs: Apr 25, 2026; Apr 24, 2027 (earned tranches) .
    • Options: FY2023 unvested halves on Jun 28, 2025/2026; remaining tranches now vested or vest by Jun 28, 2026 .
  • Beneficial ownership gives visibility that short‑term selling would be from vesting settlements rather than large pledged positions; guidelines and prohibition of pledging mitigate forced‑sale risk .

Employment Terms – Estimated Economics

Scenario (as of Apr 26, 2025)Base Salary MultipleBonus MultipleAccelerated EquityBenefits/OtherSeverance PaymentTotal Incremental Pay
Change‑in‑Control (double‑trigger)2× salary ($958,000) 2× avg MIP ($563,171) Options $93,990; RS/RSUs $632,120; PSUs $943,720 Broad‑based benefits $11,238 $3,202,239 total .
Involuntary Termination (non‑CIC)Broad‑based benefits $5,619 $760,585 $766,204 total .
DisabilityOptions $93,990; RS/RSUs $632,120; PSUs $184,974 $911,084 total .
DeathOptions $93,990; RS/RSUs $632,120; PSUs $184,974; MIP paid per policy after fiscal year $911,084 total .

Notes: CIC agreements auto‑renew; best‑net excise method; full accelerated vesting under qualifying post‑CIC termination for FY2023+ awards .

Investment Implications

  • Alignment: Linz’s pay mix is heavily equity‑linked (RSUs/PSUs) with clear vesting cadences and PSU metrics tied to financial performance and rTSR, supporting alignment with long‑term shareholder outcomes . The prohibition on hedging/pledging and 3× salary ownership guideline further reduces misalignment risk .
  • Retention: Multi‑year RSU/PSU schedules (through FY2028) and CIC double‑trigger protection point to moderate retention strength; non‑CIC severance is modest relative to total equity, suggesting equity is the primary retention lever .
  • Selling pressure: Watch vest dates in late June (24/26/28) and late April (24/25) for potential incremental insider sales from RSU/PSU settlements; absence of pledging and moderate option exposure limit forced‑sale risks .
  • Execution risk: Transition to President, Wholesale Brands centralizes digital transformation with merchandising and wholesale sales—key to omni‑channel optimization. Track subsequent Retail/Wholesale KPIs and FY2026–FY2027 PSU attainment against sales/TSR hurdles to gauge management execution quality .