Larry Scheffler
About Larry Scheffler
Larry Scheffler is Co-Chief Executive Officer and Co-Chairman of Planet 13 Holdings Inc. and has served as a director since June 2018; he is 74 and resides in Henderson, Nevada . His career includes co-founding and leading Las Vegas Color Graphics, Inc. (1978–2022), service as a Henderson city councilman (1990–1995), commissioner roles on six Southern Nevada commissions, and real estate development oversight across entities controlling over 1,000 acres in three states . The proxy does not disclose education nor company TSR/revenue/EBITDA growth metrics tied to his tenure; as an emerging growth company (EGC), PLNH provides reduced executive compensation disclosure .
Past Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| MM Development Company, Inc. (PLNH subsidiary) | Co-President | 2014–2018 | Built operating base ahead of domestication; leadership prior to Co-CEO transition |
| Las Vegas Color Graphics, Inc. | Chairman & Founder | 1978–2022 | Grew a commercial printing business; operational and leadership experience |
| City of Henderson, NV | Councilman | 1990–1995 | Public sector governance experience |
External Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| Southern Nevada Government (six commissions) | Commissioner | Not disclosed | Regional policy/governance; strengthens regulatory navigation |
| Real estate development entities (multiple) | Managing Director | Not disclosed | Oversight of development across ~1,000 acres in three states |
Fixed Compensation
Annual compensation for Larry Scheffler (USD):
| Metric | FY 2022 | FY 2023 | FY 2024 |
|---|---|---|---|
| Base Salary | $500,000 | $500,000 | $500,000 |
| Stock Awards | $0 | $0 | $0 |
| Option Awards | $0 | $0 | $0 |
| Non-Equity Incentive Plan Compensation | $254,000 | $0 | $312,500 |
| All Other Compensation (Total) | $57,400 | $57,407 | $51,248 |
| Total Compensation | $811,400 | $557,407 | $863,748 |
Perquisites breakdown (USD):
| Component | FY 2022 | FY 2023 | FY 2024 |
|---|---|---|---|
| Car Allowance | $29,608 | $29,608 | $29,608 |
| Health Benefits | $27,792 | $27,800 | $21,640 |
Notes:
- No separate director compensation is paid to executives serving as directors; non-employee director fees are $100,000 annually (Larry does not receive this) .
Performance Compensation
Cash incentive design and outcomes:
| Metric | Weighting | Target | Actual | Payout | Vesting/Timing |
|---|---|---|---|---|---|
| Corporate Objectives (e.g., acquisitions/integration, cost/budget targets, competitive initiatives) | 80% for Co-CEOs | Not disclosed | Not disclosed | Part of $312,500 for FY 2024; $0 for FY 2023; $254,000 for FY 2022 | Annual cash (no vesting) |
| Individual Objectives | 20% for Co-CEOs | Not disclosed | Not disclosed | Included in above payouts | Annual cash |
Design features:
- Payout scale up to 120% of target for Co-CEOs; specific targets not disclosed .
- No RSU or option grants reported to Larry in FY 2023–2024 SCT; as of FY 2023 year-end, Larry had no outstanding stock options or RSUs .
Equity Ownership & Alignment
Beneficial ownership as of record dates:
| As-Of Date | Shares Beneficially Owned | Percent of Common | Notes |
|---|---|---|---|
| April 12, 2024 | 39,781,553 | 16.35% | Sole voting: 1,202,583; shared: 38,578,970; entities include Scheffler Family Limited Partnership (562,500), Thirteen, LLC (5,000,000), Scheffler RX LLC (33,016,470) |
| April 14, 2025 | 39,781,553 | 12.23% | Sole voting: 1,328,164; shared: 38,578,970; same entities as above; sole/dispositive powers align with voting breakdown |
Additional alignment considerations:
- As of 12/31/2023, zero options/RSUs outstanding for Larry (no near-term forced selling from vesting) .
- Company-wide RSUs outstanding totaled 14,668,530 as of 3/31/2025; recipients not itemized; implies future share issuance and potential supply at vest dates .
- Hedging/derivatives: Company does not have a formal anti-hedging policy; to its knowledge no NEOs/directors used hedging instruments; pledging is not disclosed .
Employment Terms
| Term | Provision |
|---|---|
| Agreement dates | Initial agreement June 2018; amended March 2021 to extend through Dec 31, 2025 |
| Base salary | $500,000 (FY 2024) subject to Compensation Committee-approved increases |
| Incentives | Eligible for annual bonus/performance bonuses and participation in 2023 Equity Incentive Plan |
| Severance (without cause / good reason) | Continuation of base salary and health benefits for the remaining term; payment of any earned but unpaid prior-year bonus; all outstanding equity awards fully vest at termination |
| Change of Control | Included as a qualifying event for severance/benefit continuation and accelerated vesting at termination; Board has discretion to accelerate/replace/cash-out awards under the plan |
| For-cause termination | Unpaid annual bonus forfeited; payment of accrued salary and unused vacation |
| Restrictive covenants | Confidentiality, non-solicitation, and non-compete during employment and 12 months post-termination |
| Clawback | Plan permits cancellation/recoupment for restatements or detrimental activity |
Board Governance
Board service history and committee roles:
| Attribute | Detail |
|---|---|
| Board role | Co-Chairman and Director since June 2018; also Co-CEO (dual role) |
| Independence | Not independent (executive officer) |
| Committee history | Served on Audit Committee briefly in 2023 after a director’s passing; not currently on Audit/Compensation/CG&N Committees |
| Current committee comps | Audit: Kevin Martin (Chair), Adrienne O’Neal, David Loop; Compensation: Adrienne O’Neal (Chair), Kevin Martin, David Loop; CG&N: Adrienne O’Neal (Chair), Kevin Martin |
| Board leadership | No lead independent director; Board permits CEO-Chair duality; Larry and Robert Groesbeck serve as Co-Chairmen and Co-CEOs |
| Attendance | In 2024, Board and committees held 30 meetings; all directors attended 100% |
| EGC governance | EGC status; exempt from say-on-pay and certain audit ICFR attestations |
Director Compensation
- Executives who are also directors (including Larry) do not receive additional director compensation .
- Non-employee director annual cash retainer: $100,000 (paid quarterly); 2024 non-employee director fees disclosed for other directors .
Related Party Transactions and Conflicts
- No related person transactions >$120,000 in 2024 other than compensation arrangements; audit-reviewed related party transaction policy in place .
- No indebtedness to the company and no material interest in transactions for informed persons disclosed for 2023–2024 .
Risk Indicators
- No penalties/sanctions, bankruptcies, or regulatory violations disclosed for directors, including Larry .
- Insider trading policy mandates pre-clearance for directors/officers and sets blackout periods; prohibits trading while in possession of MNPI .
Compensation Committee Analysis Context
- Compensation oversight by independent directors Adrienne O’Neal (Chair) and Kevin Martin; David Loop added in 2025 after ceasing his executive role .
- External consultant (Evans & Evans) used for fairness opinion in 2024 acquisition; risk evaluation of compensation programs performed by Bedford Consulting Group in 2024 .
Investment Implications
- Alignment: Larry’s substantial ownership (12.23% in 2025; 16.35% in 2024) supports shareholder alignment; lack of reported hedging/pledging reduces misalignment risk .
- Retention/severance economics: Remaining-term salary and benefits plus full equity vesting upon qualifying termination, including change of control, can create “stay-pay” but also meaningful cost on executive turnover; Board’s broad discretion to accelerate/cash-out RSUs on change of control may expand dilution and supply .
- Performance pay mix: Cash STI dominates with generic corporate/individual objectives and 0–120% payout slope; limited disclosure of explicit financial metrics may reduce transparency for pay-for-performance analysis; FY 2024 payout of $312,500 vs zero in FY 2023 indicates variability aligned to annual objectives .
- Governance risk: Dual CEO–Chair structure without a lead independent director and only two independent directors of five elevates independence concerns and potential entrenchment; however, 100% attendance and committee oversight provide mitigants .
- Dilution/selling pressure: Company RSU usage increased materially (14.7M RSUs outstanding as of 3/31/2025) and a proposal to expand the equity plan to 32M shares was put to vote, implying future issuance; while individual grants to Larry are not disclosed, increased aggregate RSU issuance can raise overhang and future share supply risk .