Jim Lain
REGISAbout Jim Lain
Jim B. Lain, age 61, is Interim President and Chief Executive Officer (effective July 1, 2025) and Executive Vice President, Brand Operations – Supercuts and Cost Cutters at Regis. He has held multiple senior operating roles at Regis since 2013 and previously led large-scale retail operations at Gap Inc., Galyan’s/Dick’s Sporting Goods, and Target Stores, bringing >30 years of operations leadership experience . Company performance around his tenure shows FY revenues of $233.3M (2023), $203.0M (2024), and $210.1M (2025) and EBITDA of $17.3M (2023), $25.1M (2024), and $23.2M (2025), while total shareholder return (value of initial $100) was $103 (2023), $106 (2024), and $103 (2025) .
Past Roles
| Organization | Role | Years | Strategic impact |
|---|---|---|---|
| Regis Corporation | Interim President & CEO; EVP Brand Operations – Supercuts & Cost Cutters; EVP & COO; President SmartStyle; President Portfolio Brands; Consultant | Nov 2013–Jul 2020; Nov 2020–present; interim CEO since Jul 1, 2025 | Led operational excellence across Supercuts, SmartStyle, Cost Cutters, First Choice Haircutters, Roosters; oversaw brand performance and company-owned salon portfolio |
| Gap Inc. | VP Operations, Gap Specialty Stores U.S. & Canada | Not disclosed | Steered $2.5B business across ~750 stores; improved operational efficiency and growth |
| Galyan’s Trading Co./Dick’s Sporting Goods | VP Operations | Not disclosed | Retail operations leadership across sporting goods footprint |
| Target Stores, Inc. | Field management roles | Not disclosed | Store operations and field leadership |
External Roles
| Organization | Role | Years | Strategic impact |
|---|---|---|---|
| — | — | — | None disclosed in company filings |
Fixed Compensation
| Component | FY 2025 value | Notes |
|---|---|---|
| Base salary | $425,000 | As EVP Brand Operations in FY 2025 |
| Target bonus % | 70% of salary | Short Term Plan (AIC) target for FY 2025 |
| Actual AIC bonus paid | $226,100 | 76% of AIC target achieved (Adjusted EBITDA metric) |
| Cash LTIP (earned for FY 2025 performance, paid later) | $133,712 | Long-term cash incentive based on Adjusted EBITDA |
| Stock awards (RSUs) grant-date fair value | $121,500 | 5,400 RSUs granted Nov 22, 2024; time-based vesting |
| All other compensation | $40,183 | Includes 401(k) match $25,000 and medical reimbursements $13,846 |
Interim CEO adjustments (effective June 20, 2025; for interim service period):
| Component | Value | Notes |
|---|---|---|
| Base salary | $550,000 | Interim CEO Agreement |
| Target annual incentive | 100% of base salary | Interim CEO Agreement |
| Interim service bonus | $100,000 | Subject to terms in letter agreement |
Performance Compensation
Annual Incentive Compensation (AIC) – FY 2025:
| Metric | Weighting | Target | Actual | Award multiplier / payout | Vesting |
|---|---|---|---|---|---|
| Adjusted EBITDA (neutralized for Alline acquisition impact) | 80% | $34.06M | $32.7M | 76% of total AIC target; $226,100 payout to Lain | Cash, paid following year-end |
| System-wide sales (SWS) | 20% | ≥ $1.145B | $1.105B | 0% contribution (below threshold) | Cash, paid following year-end |
Long-term incentives:
| Instrument | Grant date | Quantity/terms | Vesting | Notes |
|---|---|---|---|---|
| RSUs | Nov 22, 2024 | 5,400 units | Time-based; equal annual installments over 3 years | Aggregate fair value $121,500 |
| Cash LTIP | FY 2025 cycle | $133,712 earned for FY 2025 performance | Cash payout in later years | Based on Adjusted EBITDA growth |
| Stock options (Aug 26, 2022) | Aug 26, 2022 | 3,749 exercisable; 1,876 unexercisable at $30.40 | Equal installments over 3 years from grant | Expire Aug 26, 2032 |
| Cash-settled SARs (Aug 26, 2022) | Aug 26, 2022 | 3,749 exercisable; 1,876 unexercisable at $30.40 | Equal installments over 3 years | Expire Aug 26, 2032 |
| Stock options (Nov 5, 2021) | Nov 5, 2021 | 5,000 exercisable at $55.20 | 20% first year; 20% second; 60% third | Expire Nov 5, 2031 |
| Cash-settled SARs (Nov 5, 2021) | Nov 5, 2021 | 5,000 exercisable at $55.20 | 20%/20%/60% schedule | Expire Nov 5, 2031 |
Equity Ownership & Alignment
| Item | Detail |
|---|---|
| Total beneficial ownership | 14,413 shares; <1% of outstanding |
| Shares outstanding (as of Sep 2, 2025) | 2,435,979 |
| Options exercisable within 60 days | 10,625 (deemed beneficial ownership) |
| Unvested RSUs | 5,400 (market value $121,500 at FY-end) |
| Hedging policy | Hedging in company stock prohibited (e.g., collars, swaps, exchange funds) |
| Pledging policy | Pledging prohibited except in limited, pre-approved, capacity-to-repay cases |
| Stock ownership guidelines | CEO: 3x salary; EVP: 2x; SVP: 1x; 75% post-vesting retention until guideline met |
| Repricing policy | No option/SAR repricing or exchanges without shareholder approval |
| Dividends on options/SARs | Not permitted; dividends on unvested full-value awards subject to same restrictions |
Outstanding equity awards (FY 2025 year-end snapshot):
| Award type | Quantity | Strike/Value | Expiration | Vesting notes |
|---|---|---|---|---|
| RSUs | 5,400 | $121,500 market value | — | 3 equal annual installments from 11/22/2024 |
| Stock options | 3,749 exercisable; 1,876 unexercisable | $30.40 | 8/26/2032 | 3-year equal installments |
| Cash-settled SARs | 3,749 exercisable; 1,876 unexercisable | $30.40 | 8/26/2032 | 3-year equal installments |
| Stock options | 5,000 exercisable | $55.20 | 11/5/2031 | 20%/20%/60% |
| Cash-settled SARs | 5,000 exercisable | $55.20 | 11/5/2031 | 20%/20%/60% |
Employment Terms
| Provision | Terms |
|---|---|
| Agreement status | No individual compensatory agreement for FY 2025; Interim CEO Offer Letter dated June 20, 2025 |
| Interim CEO compensation terms | Base $550,000; target annual incentive 100% of base; $100,000 interim service bonus |
| Severance policy (Senior Executive Severance Policy) | If terminated without Cause: 12 months base salary; pro rata bonus (rules vary by service length and measurement availability); up to 12 months medical benefits continuation; subject to release and one-year non-compete and non-solicit |
| Eligibility under Severance Policy | Lain eligible (no individual employment agreement) |
| Change-in-control treatment | Company benchmarks “base salary plus bonus” and maintains double-trigger structure; equity awards provide pro-rata vesting of stock options under specified terminations within 12 months of change-in-control |
| Clawback | Mandatory recovery policy for incentive-based comp upon accounting restatements (3 preceding fiscal years) |
| Hedging/pledging | Prohibited as noted above |
| Ownership/retention | CEO 3x, EVP 2x salary; 75% post-vesting retention until guideline met |
Performance & Track Record
Company indicators disclosed during the transition included positive preliminary QTD same-store sales growth in 4Q FY2025: Supercuts +3.0% and consolidated +1.3%, with consistent operating expenses versus 3Q FY2025 . Company FY revenues/EBITDA over 2023–2025 and TSR trends are summarized below .
| Metric | FY 2023 | FY 2024 | FY 2025 |
|---|---|---|---|
| Revenue ($USD) | $233,326,000 | $202,982,000 | $210,134,000 |
| EBITDA ($USD) | $17,297,000 | $25,091,000 | $23,167,000 |
| TSR – value of $100 | $103 | $106 | $103 |
Say‑on‑Pay & Shareholder Feedback
| Proposal | For | Against | Abstain | Broker non‑votes |
|---|---|---|---|---|
| Advisory vote to approve NEO compensation (Oct 28, 2025) | 629,139 | 85,924 | 5,386 | 953,188 |
Compensation Structure Analysis
- Mix and alignment: FY 2025 pay combines base salary ($425k), performance cash (AIC $226k; Cash LTIP $133.7k), and time-vested RSUs ($121.5k), with AIC driven 80% by Adjusted EBITDA and 20% by SWS; EBITDA achieved 32.7M vs 34.06M target, yielding a 76% payout and zero on SWS, indicating pay-for-performance discipline .
- Governance protections: Double-trigger change‑in‑control, clawback policy, no tax gross‑ups, and anti‑repricing provisions mitigate windfalls and promote alignment .
- Equity risk profile: Post‑split option strikes at $30.40/$55.20 with long-dated expiries and time‑vested RSUs create retention hooks; ownership guidelines and 75% post‑vesting retention further constrain discretionary selling .
Equity Ownership & Insider Selling Pressure Indicators
- Beneficial ownership: 14,413 shares (<1%); options exercisable within 60 days: 10,625; unvested RSUs: 5,400. No pledging or hedging permitted under policy, absent rare CFO‑approved exceptions, reducing forced‑sale risk .
- Vesting calendar: RSUs vest annually over 3 years from Nov 22, 2024; options/SARs from 2022/2021 grants already largely vested or vest per schedules, implying periodic delivery events that could create selling windows, tempered by retention requirements until guideline compliance .
Employment Terms – Retention Risk
- Severance cushion: 12 months salary, pro‑rated bonus, and benefits continuation upon termination without Cause under the Severance Policy; one‑year non‑compete/non‑solicit suggests moderate retention leverage and exit friction .
- Interim CEO economics: Elevation to $550k base, 100% bonus target, and $100k interim bonus increases at‑risk pay tied to interim performance, signaling confidence but preserving alignment .
- Change‑in‑control: Double‑trigger framework and pro‑rata option vesting reduce perverse incentives while protecting against abrupt displacement .
Investment Implications
- Alignment signal: AIC paid at 76% on EBITDA with zero on SWS, plus cash LTIP tied to Adjusted EBITDA, indicates compensation rigor and earnings‑focused execution; governance (clawback, double‑trigger, no gross‑ups) further strengthens alignment .
- Retention and selling pressure: Time‑vested RSUs and already‑vested options/SARs create scheduled equity events, but strict hedging/pledging prohibitions and 75% post‑vesting retention until guideline compliance mitigate near‑term selling risk and encourage stake‑building .
- Execution track record: Preliminary QTD same‑store sales growth in 4Q FY2025 and stabilized performance during leadership transition support operational momentum, while FY revenue/EBITDA trends remain steady post‑Alline acquisition neutrality in AIC calculations .