Landen Fredrick
About Landen Fredrick
Landen G. Fredrick is President and Chief Executive Officer of Mannatech (MTEX) effective April 1, 2024; he also served as interim CFO from January 22, 2024 until July 1, 2024 (age 51). He joined Mannatech in 2006 and has led sales, marketing, and operations roles; he holds a BA (Abilene Christian University, 1995) and an MBA (Amber University, 1997) . Company-level pay-versus-performance disclosures show cumulative TSR of $47/$100 at year-end 2023 (down from $220 in 2021) and net loss improving to $(2.2)M in 2023 from $(4.5)M in 2022; in 2024, net sales declined to $117.9M from $132.0M (constant currency −8.6%) while income from operations improved to $1.4M from $(1.0)M (constant currency $2.2M) .
Past Roles
| Organization | Role | Years | Strategic impact |
|---|---|---|---|
| Mannatech (MTEX) | President & CEO | Apr 2024–present | Oversees senior executive team and international GMs; tasked with operational excellence and strategy execution . |
| Mannatech (MTEX) | Interim CFO | Jan 22, 2024–Jul 1, 2024 | Bridged CFO transition; relinquished CFO role upon appointment of permanent CFO . |
| Mannatech (MTEX) | President & COO | Jun 7, 2023–Mar 31, 2024 | Elevated from CSMO; expanded operational oversight . |
| Mannatech (MTEX) | Chief Sales & Marketing Officer | Nov 2019–Jun 2023 | Coordinated global sales/marketing with U.S./Canada P&L responsibility . |
| Mannatech (MTEX) | Global Chief Sales Officer & President, North America | Jan 2018–Nov 2019 | Led North America and global sales . |
| Mannatech (MTEX) | SVP Global Operations | Aug 2016–Jan 2018 | Systems/efficiency initiatives . |
| Mannatech (MTEX) | SVP Supply Chain & IT | Aug 2015–Aug 2016 | Supply chain and IT leadership . |
| Mannatech (MTEX) | VP Global Operations | May 2013–Aug 2015 | Global operations . |
| Mannatech (MTEX) | VP North American Sales & Operations | Jan 2011–May 2013 | North America sales/ops . |
| Mannatech (MTEX) | VP North American Sales | Feb 2010–Jan 2011 | North America sales . |
| Mannatech (MTEX) | Senior Director, Tools & Training | 2006–2010 | Tools and training development . |
External Roles
| Organization | Role | Years | Strategic impact |
|---|---|---|---|
| M5M Foundation | Chairman of the Board | Ongoing (as of 2024) | Oversees charitable efforts; related-party donations disclosed (Company donated ~$0.5M in 2023; $0.1M in Q1’24) . |
| Direct Selling Association | Board member | 2015–2018 | Industry engagement and governance . |
| Killian Fredrick (web & advertising business) | Owner | 2001–2006 | Entrepreneurial and marketing experience . |
Fixed Compensation
| Metric | 2021 | 2022 | 2023 | 2024 (effective as CEO) |
|---|---|---|---|---|
| Base Salary ($) | 300,000 | 308,769 | 312,000 | 325,000 (effective with CEO promotion) |
| Bonus ($) | 8,657 | 6,000 | 6,000 | — |
| Non-Equity Incentive Plan ($) | 150,000 (earned for prior-year) | 0 | 0 | — |
| All Other Compensation ($) | 21,150 | 21,864 | 22,083 | — |
Notes:
- 2023: Company did not meet annual operating profit targets; no NEO bonuses paid under the plan .
- 2024: Board approved base salary increase to $325,000 effective upon appointment as CEO (no other compensation changes disclosed at appointment) .
Performance Compensation
- Annual Bonus Plan (2023 framework):
- Metric: Operating Profit (after accrual of bonus); pool-based NEO bonus opportunity at 4–10% of operating profit at target tiers. Actual: Targets not achieved; 0 payout to NEOs .
| Metric | Weighting | Targets (Operating Profit) | Actual | Payout | Vesting |
|---|---|---|---|---|---|
| Operating Profit (annual) | Pool-based | $4.0–$10.0M tiers; NEO pool = 4%–10% of Operating Profit | Below 1st tier | 0 | Annual, subject to plan |
- Long-Term/Equity:
- Stock Options (exercisable as of 12/31/2023): 6,000 @ $16.95 exp. 8/26/2025; 18,000 @ $15.70 exp. 4/2/2028 .
- Contingent Stock Grant: 8,187 shares that will not vest unless MTEX stock price averages $15.00 (VWAP) for 60 consecutive days within 18 months of grant; if condition not met, grant lapses (unexercisable and excluded from ownership table) .
| Award Type | Grant/As of Date | Quantity | Strike/Condition | Vesting/Expiry | Status |
|---|---|---|---|---|---|
| Stock Option | Aug 26, 2015 | 6,000 | $16.95 | Expires Aug 26, 2025 | Exercisable |
| Stock Option | Apr 2, 2018 | 18,000 | $15.70 | Expires Apr 2, 2028 | Exercisable |
| Stock (price-vesting) | 18-month window noted in 2024 proxy | 8,187 | VWAP ≥ $15.00 for 60 consecutive days | Vest only if met; else lapse | Unvested/contingent |
Equity Ownership & Alignment
| As of Apr 19, 2024 | Shares Owned | Options (exercisable within 60 days) | Total Beneficial | % of Class |
|---|---|---|---|---|
| Landen G. Fredrick | 3,975 | 24,000 | 27,975 | 1.5% |
- Executive stock ownership guidelines: Company discloses no stock ownership guidelines for Named Executive Officers (NEOs) .
- Hedging/Pledging: No explicit hedging or pledging policy disclosure located in the cited proxy; not disclosed in available excerpts .
- Say-on-Pay outcomes (context): 2024 vote For/Against/Abstain: 840,162 / 26,601 / 1,721; 2025 vote For/Against/Abstain: 1,039,986 / 8,620 / 7,043 (with broker non-votes reported) .
Employment Terms
- Employment agreement: Company discloses that the only NEO with an employment agreement during the period was former CEO Alfredo Bala; no individual employment agreement is disclosed for Landen Fredrick .
- Change-in-control/severance: No specific severance multiples for Landen are disclosed; for stock options under the 2017 Plan, upon termination for reasons other than death/disability, exercisable options may be exercised within 3 months; death/disability allows 12 months; “cause” results in forfeiture (definitions provided) .
- Non-compete/non-solicit: These covenants are terms of employment agreements; since no Landen-specific agreement is disclosed, such provisions are not specified for him in the proxy .
- CFO transition: Interim CFO role ended with appointment of permanent CFO effective July 1, 2024 .
Compensation Structure Analysis
- Mix and variability: From 2021 to 2023, Landen’s compensation skewed toward fixed cash (base, small bonus) with limited variable payouts; no equity grants were made to NEOs in 2021–2023 per pay-versus-performance footnotes (options outstanding are from prior grants) .
- Performance linkage: 2023 annual bonus plan used operating profit tiers; no payout due to underperformance, indicating plan discipline .
- New incentive lever: The 8,187-share price-vesting grant introduces a market-price trigger (VWAP ≥ $15 for 60 consecutive days), potentially strengthening alignment with shareholders’ price outcomes; shares lapse if not achieved in the window .
Governance, Committee, and Shareholder Feedback
- Compensation and Stock Option Plan Committee: Members Jobe, Rameson, Seifrick (Chair); all independent under Nasdaq/SEC rules .
- Say-on-Pay votes: Passed in 2024 and 2025 as detailed above; frequency vote in 2025 favored annual votes (774,408 “1 Year”) .
- Related-party considerations: Company donations to M5M Foundation (where Landen is Chairman) totaled ~$0.5M in 2023 and $0.1M in Q1’24; Board notes this in related-party transactions .
Investment Implications
- Pay-for-performance: The 2023 zero bonus outcome underlines pay discipline when operating targets are missed; the price-vesting 8,187-share grant adds a clear stock price alignment, though it may concentrate incentives around achieving a $15 VWAP for 60 consecutive days within the specified window .
- Retention and leverage: Absence of a disclosed employment agreement or bespoke severance for the CEO suggests limited contractual protections (neither golden parachute nor guaranteed severance), which can be shareholder-friendly but may also reduce retention leverage in competitive markets .
- Potential selling/option exercise windows: Two fully exercisable option tranches expire Aug 26, 2025 (6,000 @ $16.95) and Apr 2, 2028 (18,000 @ $15.70); monitoring proximity to expiry and any price-vesting achievement on the 8,187-share grant can inform expectations around possible insider transaction timing and selling pressure .
- Performance trajectory under new CEO: 2024 disclosed results show lower net sales versus 2023 but improved operating income; ongoing execution on cost and associate growth will be key to restoring revenue trends, sustaining profitability, and supporting incentive plan payouts .
Appendix: Key Quantitative Disclosures
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Pay Versus Performance (company-level) | Year | PEO SCT Total ($) | PEO “Comp Actually Paid” ($) | Avg non-PEO NEO SCT Total ($) | Avg non-PEO NEO “Comp Actually Paid” ($) | TSR (Value of $100) | Net Income (Loss, $M) | |---|---:|---:|---:|---:|---:|---:| | 2023 | 490,993 | 490,993 | 313,126 | 313,126 | 47 | (2.2) | | 2022 | 486,671 | 486,671 | 310,358 | 310,358 | 49 | (4.5) | | 2021 | 696,481 | 696,481 | 440,270 | 440,270 | 220 | 9.8 |
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Outstanding Equity Awards (Landen, 12/31/2023) | Grant Date | Exercisable Options | Exercise Price | Expiration | |---|---:|---:|---| | Aug 26, 2015 | 6,000 | $16.95 | Aug 26, 2025 | | Apr 2, 2018 | 18,000 | $15.70 | Apr 2, 2028 |
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Beneficial Ownership (as of Apr 19, 2024) | Holder | Shares Owned | Options (60-day) | Total Beneficial | % Class | |---|---:|---:|---:|---:| | Landen G. Fredrick | 3,975 | 24,000 | 27,975 | 1.5% |
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Annual Meeting Voting (Say-on-Pay) | Year | For | Against | Abstain | Broker Non-Votes | |---|---:|---:|---:|---:| | 2024 | 840,162 | 26,601 | 1,721 | 301,153 | | 2025 | 1,039,986 | 8,620 | 7,043 | 422,693 |