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Abid Rizvi

About Abid Rizvi

Independent director (since November 2022), age 49, currently serves as CEO of AriZona Beverages; previously Managing Director & Head of Consumer/Retail M&A at RBC (2014–2016), Americas Head of Consumer and Head of Consumer & Retail M&A at Jefferies (2010–2014), and began his investment banking career at Merrill Lynch rising to Managing Director. He holds both an MBA and a BS from MIT and brings finance, M&A, and consumer industry operating expertise to OLLI’s board .

Past Roles

OrganizationRoleTenureCommittees/Impact
RBC Capital MarketsManaging Director; Head of Consumer & Retail M&A2014–2016Led sector M&A; deep deal execution experience
JefferiesAmericas Head of Consumer; Head of Consumer & Retail M&A2010–2014Built and led coverage; strategic advisory
Merrill LynchInvestment Banking; rose to Managing DirectorNot disclosedExtensive financing/M&A experience

External Roles

OrganizationRoleTenureNotes
AriZona BeveragesChief Executive OfficerJoined 2016; CEO since 2020Operating leadership in consumer beverages

Board Governance

  • Committee assignments: Audit Committee member; Nominating & Corporate Governance Committee member; not a chair .
  • Independence: Board determined Rizvi is independent under SEC/Nasdaq rules; Audit Committee has heightened independence requirements which he meets .
  • Attendance and engagement: Each director attended at least 75% of aggregate Board/committee meetings in FY2024; Board held 4 regular and 2 special meetings; Audit, Compensation, and Nominating committees each met 4 times; independent directors met in executive session regularly .
  • Board leadership: Lead Independent Director is Richard Zannino; executive sessions of independent directors are chaired by the Lead Independent Director .
  • Hedging/pledging: Prohibited for all associates and directors under Insider Trading Policy .

Fixed Compensation

Component (FY2024)Amount ($)Notes
Annual cash retainer80,000Policy rate for all non‑employee directors
Audit Committee member retainer12,500Policy rate (raised from $10,000 in 2023)
Catch‑up related to 2023 increase1,250Applied to audit members for two meetings in FY2023 after increase
Total fees earned (reported)93,750As disclosed in director compensation table
  • Committee chair fees (not applicable to Rizvi): Audit Chair $25,000; Compensation Chair $20,000 .
  • Meeting fees: Not disclosed/none indicated; compensation structured via retainers and RSUs .
  • Director stock ownership guideline: 4× annual cash retainer in company equity; as of Feb 1, 2025, all non‑employee directors met or were on a satisfactory path .

Performance Compensation

GrantGrant DateSecurityShares/UnitsVestingGrant‑date Fair Value
Annual RSU (FY2024)2024‑04‑01RSUs1,6841‑year cliff vest for directors 125,003
Annual RSU (FY2025)2025‑04‑01RSUs1,0911‑year cliff vest for directors Not disclosed (Form 4 award)
  • No performance metrics are tied to director equity; director RSUs are time‑based, vesting one year from grant date .

Other Directorships & Interlocks

CategoryDetail
Other current public company boardsNone disclosed for Rizvi
Related‑party transactionsCompany purchased ~$6.1 million from AriZona Beverages, LLC since beginning of FY2024; Audit Committee reviews and approves related person transactions ≥$120,000; any related committee member cannot participate in approval .

RED FLAG: Vendor relationship with AriZona while Rizvi is AriZona’s CEO introduces potential conflict. Mitigating factors include a formal Related Person Transaction Policy, Audit Committee oversight, and recusal requirements for related committee members .

Expertise & Qualifications

  • 20+ years in consumer investment banking with leadership of sector M&A at RBC and Jefferies; strong accounting/finance and deal execution expertise .
  • Operating leadership as CEO of AriZona Beverages; experience in business and financial operations .
  • Education: MBA (MIT Sloan) and BS (MIT) .

Equity Ownership

MetricValueNotes
Beneficial ownership (Record Date)4,182 sharesLess than 1% of outstanding shares (61,407,163)
Options held (as of Feb 1, 2025)0Per director holdings footnote
RSUs outstanding (as of Feb 1, 2025)1,684Per director holdings footnote
Ownership guideline complianceMet or satisfactory path, per Compensation Committee assessmentDirectors expected to hold 4× cash retainer; policy defines qualifying holdings
Hedging/pledgingProhibitedPolicy applies to directors

Insider Trades (Form 4)

Transaction DateTypeSecurityQuantityPost‑Txn OwnershipSEC Filing
2024‑03‑23Exempt conversion (settlement)Common Stock2,1562,498
2024‑03‑23Exempt dispositionRSUs−2,1560
2024‑04‑01AwardRSUs1,6841,684
2025‑04‑01AwardRSUs1,0911,091
2025‑04‑01Exempt conversion (settlement)Common Stock1,6844,182
2025‑04‑01Exempt dispositionRSUs−1,6840

Governance Assessment

  • Strengths:

    • Independent director with deep finance/M&A and operating credentials; sits on Audit and Nominating committees, supporting board effectiveness in oversight and refreshment .
    • Audit Committee independence and financial expertise standards met; committee met 4× and engages independent auditors without management present, indicating robust oversight .
    • Attendance thresholds met; independent directors hold regular executive sessions; presence of Lead Independent Director strengthens governance .
    • Ownership alignment via stock ownership guidelines; hedging/pledging prohibited .
  • Risks/Red Flags:

    • Related‑party exposure: ~$6.1 million of purchases from AriZona while Rizvi is CEO; although governed by policy and recusal, continued monitoring of pricing/terms and committee handling is warranted .
    • Concentration risk: dual role at a supplier could create perceived conflicts in procurement decisions; Audit Committee oversight and disclosure mitigate but do not eliminate risk .

Director Compensation (Context)

MetricFY2024
Fees earned or paid in cash ($)93,750
Stock awards ($)125,003
Total ($)218,753
RSUs held (as of Feb 1, 2025)1,684

Additional context:

  • Non‑employee director compensation program: $80,000 annual cash retainer; Audit Committee member $12,500; Audit Chair $25,000; Compensation member $10,000; Compensation Chair $20,000; annual RSU grant (director RSUs vest in one year) .
  • All associates and directors are prohibited from hedging/pledging company stock .

Other Notes

  • Board diversity and refreshment policies emphasize skill, independence, and diversity; Rizvi’s appointment in 2022 cited as part of refreshment bringing deep experience .
  • Beneficial ownership table confirms Rizvi’s 4,182 shares and “<1%” ownership classification; outstanding shares at Record Date: 61,407,163 .