Robert Page
About Robert Page
Robert B. Page, 66, has served as an independent director of RAVE Restaurant Group since 2004. He is a long-time restaurant operator and executive, currently an independent restaurant consultant (since 2011), with prior CEO and COO roles across multiple casual dining chains, and briefly served as RAVE’s Acting CEO in 2005 .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| RAVE Restaurant Group, Inc. | Acting Chief Executive Officer | Jan 2005 – Mar 2005 | Interim leadership during transition; Board cites management/restaurant expertise . |
| Backyard Burgers, Inc. | Chief Executive Officer | 2008 – 2011 | Led franchise/operator; fits QSR/casual dining background . |
| Gordon Biersch Brewery Restaurant Inc. | Chief Operations Officer | 2000 – 2002 | Operations leadership in casual dining . |
| Romacorp, Inc. (Tony Roma’s) | Chief Executive Officer; Board Member | 1998 – 2000 | CEO and director; prior President & COO (1993–1998) . |
| Romacorp, Inc. (Tony Roma’s) | President & Chief Operations Officer | 1993 – 1998 | End-to-end operations management . |
| Shoney’s, Inc. | Franchisee | Former franchisee | Field-level operating experience . |
| Independent Consultant | Restaurant consultant | 2011 – present | Advises restaurant businesses . |
External Roles
- No current public company directorships disclosed for Robert Page in the 2025 Proxy Statement .
Board Governance
- Independence: The Board determined current directors are independent under Nasdaq standards; exception applies only to Mr. Schwarz for Audit Committee requirements. Robert Page is independent .
- Years of service: Director since 2004 .
- Committee assignments (FY2025):
- Audit Committee member (Chair: William C. Hammett, Jr.) .
- Compensation Committee member (Chair: Mark E. Schwarz) .
- Not on Nominating & Governance Committee (Chair: Mark E. Schwarz) .
- Attendance and engagement:
- Board met 4 times in FY2025; Audit Committee met 4 times; Compensation Committee met once .
- All current directors attended 75% or more of Board and committee meetings; three of four directors attended the last annual shareholders meeting .
- Independent directors meet in executive session at least twice annually .
Committee Memberships and Chairs (FY2025)
| Committee | Robert Page Member | Chair | FY2025 Meeting Count |
|---|---|---|---|
| Audit | Yes | William C. Hammett, Jr. | 4 |
| Compensation | Yes | Mark E. Schwarz | 1 |
| Nominating & Governance | No | Mark E. Schwarz | — |
Fixed Compensation
| Metric | FY2025 |
|---|---|
| Annual retainer (non-employee directors) – Cash | $17,000 |
| Chairman of the Board retainer – Cash | $23,000 |
| Board meeting fee – Cash (per meeting) | $1,000 |
| Committee meeting fee – Cash (per meeting) | $250 |
| Robert Page – Fees Earned in Cash | $23,500 |
| Robert Page – Option Awards | $0 |
| Robert Page – Total Director Compensation | $23,500 |
Performance Compensation
- Equity eligibility: Non-employee directors are eligible for annual option grants under the 2015 LTIP and, subject to approval, the 2025 LTIP; automatic grants of two options for each share personally purchased (max 40,000 options), exercise price at market, first exercisable after one year, 10-year term .
- Grants: No stock options were granted to directors in FY2025; other directors held unexercised options, but none are disclosed for Page .
- 2025 LTIP: Approved for directors and employees; provides for options, restricted shares, RSUs, and rights; prohibits repricing without shareholder approval; minimum 12-month vesting for RSUs; broad Committee discretion .
- Change-in-control: Upon a change in control, options/rights fully vest, restricted periods lapse, RSUs fully vest for employees and directors .
Director Equity/Performance Metrics (FY2025)
| Metric | Detail |
|---|---|
| Options granted to Robert Page | None |
| RSUs/PSUs granted to non-employee directors (Oct 20, 2025) | None (group shows “—”) |
| Option program feature | 2 options per share personally purchased (up to 40,000); market strike; 10-year term; first exercisable after 1 year |
| Repricing policy | Prohibited without shareholder approval |
| Change-in-control vesting | Immediate full vesting for options/rights/RSUs held by directors |
Other Directorships & Interlocks
| Company | Role | Dates | Public/Private | Notes |
|---|---|---|---|---|
| None disclosed | — | — | — | No other public company boards disclosed for Robert Page . |
Expertise & Qualifications
- Board rationale: “Management experience and expertise in the restaurant industry” cited for his nomination .
- Operating expertise: CEO, COO, and franchisee roles across casual dining/QSR operators; independent consultant since 2011 .
Equity Ownership
| Ownership Item | Value |
|---|---|
| Shares beneficially owned | 0 |
| Percent of class | 0% |
| Options exercisable | 0 (no unexercised options disclosed for Page) |
| Pledged shares | None indicated in proxy’s ownership table footnote (no pledges for disclosed holdings) |
Governance Assessment
- Independence and tenure: Page is independent and has served since 2004, bringing deep restaurant operating experience; long tenure can add institutional knowledge but merits periodic refresh consideration .
- Committee effectiveness: Active roles on Audit (with an expert chair) and Compensation; Audit met 4 times and Compensation once in FY2025, with Board- and committee-level attendance at or above 75% for all directors, indicating baseline engagement .
- Alignment risk – RED FLAG: Page holds no RAVE shares and had no director equity grants in FY2025, suggesting limited direct economic alignment with shareholders; directors are eligible for option grants tied to personal share purchases, but none occurred for FY2025 .
- Pay structure: Director compensation is modest and predominantly cash (retainer and meeting fees) with no equity awards in FY2025; equity eligibility exists under the LTIPs with strict anti-repricing provisions, and change-in-control accelerates vesting if awards are outstanding .
- Related-party exposure: No related-party transactions disclosed involving Page; notable related-party/control relationships exist for Chairman Mark E. Schwarz via the Newcastle entities, which own ~22–23% of the company, implying board-level influence that independent directors must balance .
- Engagement signals: Independent directors convene executive sessions at least twice annually, and board/committee attendance thresholds were met, supporting baseline governance effectiveness .
- Disclosure and compliance: Company reports timely Section 16(a) filings for directors and major holders in the prior fiscal year .