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Susan Lintonsmith

Director at REGISREGIS
Board

About Susan Lintonsmith

Independent director of Regis Corporation since January 2025; age 60. She brings 35+ years of operating experience across franchised consumer services and restaurants, with roles spanning CEO, COO, and CMO in public and private companies. Education: MBA (Finance and Marketing), Indiana University; BBA, University of Notre Dame . Appointed to the Board effective January 15, 2025 and tapped to lead the CEO search committee in 2025’s succession process . Current board committees: Compensation; Nominating and Corporate Governance (Chair-designate effective after the 2025 annual meeting) .

Past Roles

OrganizationRoleTenureCommittees/Impact
Sphinx Franchise Holdings (European Wax Center franchisee)Chief Operations OfficerSince 2022Franchise operating leadership across multiple states; health & wellness services expertise
AtYourGateConsultant / Chief Brand Officer2020–2021Start-up airport food delivery; brand and growth work
Elements Massage (WellBiz Brands)CEO, President & COO2019–2020Multi-unit wellness franchisor leadership
QCE LLC (Quiznos)CEO & President2016–2018Led turnaround efforts; prior COO U.S. (2014–2016) and Global CMO (2011–2016)
Red Robin Gourmet BurgersChief Marketing Officer2007–2011Brand and demand generation
WhiteWave Foods (Dean Foods) – Horizon Organic DairyVP/GM2005–2007P&L leadership for branded CPG
Pizza Hut; The Coca-Cola Company; Western UnionMarketing roles of increasing responsibilityNot specifiedBrand strategy and marketing execution

External Roles

OrganizationTypeRoleSinceNotes
The One Group Hospitality, Inc.PublicDirectorMarch 2021STK/restaurant sector; public company board
Checkers & Rally’s Drive-In RestaurantsPrivateDirectorNot disclosedPrivate company board
Pet(s) Supplies PlusPrivateDirectorNot disclosedPrivate company board
St. Mary’s AcademyNon-profit/EducationDirectorNot disclosedNon-profit board

Board Governance

  • Committee assignments: Compensation Committee; Nominating & Corporate Governance Committee; elected to succeed Mark Light as Chair of Nominating & Corporate Governance after the 2025 annual meeting .
  • Special assignment: Leads the CEO search committee as part of the 2025 succession process .
  • Independence: All current directors were deemed independent under Nasdaq standards in 2025; the interim CEO was not on the Board .
  • Attendance: In FY2025, the Board met 8 times; each then‑serving director attended at least 75% of Board and applicable committee meetings .
  • Committee cadence: FY2025 meetings—Audit: 4; Compensation: 9; Nominating & Corporate Governance: 6 (her committees: Compensation and Nominating & Corporate Governance) .
  • Executive sessions: Independent director executive sessions occur with each regularly scheduled Board meeting .
  • Director stock ownership policy: Directors must hold all common stock received as Board compensation until they cease service .
  • Overboarding policy: Corporate Governance Guidelines include limits on service on outside boards .

Fixed Compensation (Director)

MetricFY2025Notes
Fees Earned or Paid in Cash ($)$32,278 Pro‑rated from January 15, 2025 start date against standard $70,000 annual retainer
Standard Annual Cash Retainer ($)$70,000 (program rate) Paid quarterly; not specific to Lintonsmith’s partial year
Committee Chair Fees ($)Audit: $20,000; Compensation: $15,000; Nominating & Corporate Governance: $12,500 (program rates) Chair fees apply if serving as chair; Lintonsmith is Chair-designate for Nominating post‑meeting
Chair of the Board Additional Retainer ($)$40,000 (program rate) Applies to independent Chair

Performance Compensation (Director Equity)

Award TypeGrant DateShares/UnitsGrant-Date Fair Value ($)Vesting Terms
RSUs (pro‑rated new director grant)Jan 15, 20252,752 outstanding as of 6/30/25 $63,434 Time‑based; Company resumed director RSUs in FY2025; plan requires minimum one‑year vesting for director awards (annual‑meeting to annual‑meeting deemed one year)
RSUs (annual cycle for non‑employee directors)Nov 25, 2024 (program grant)Not applicable to Lintonsmith’s start$68,000 program value Time‑based; minimum one‑year vesting per plan

Notes:

  • FY2025 director equity program: $68,000 RSU annual grant for non‑employee directors; Chair receives additional $34,000 RSUs . Annual grants to other directors occurred November 25, 2024; Lintonsmith received a pro‑rated RSU grant on January 15, 2025 .
  • Company policy prohibits option/SAR repricing without shareholder approval .

Other Directorships & Interlocks

CompanyRelationship to RGSPotential Conflict/Interlock Assessment
The One Group Hospitality, Inc. (public) No disclosed customer/supplier tie to RGSNo related‑party transactions disclosed in FY2025
Checkers & Rally’s Drive‑In Restaurants (private) None disclosedNo related‑party transactions disclosed
Pet(s) Supplies Plus (private) None disclosedNo related‑party transactions disclosed
St. Mary’s Academy (non‑profit) NoneNot applicable

Expertise & Qualifications

  • Franchise leadership and operations experience (20+ years on franchisor side; nearly three years with a franchisee), with C‑suite roles at Quiznos, Elements Massage, and COO at Sphinx Franchise Holdings (European Wax Center franchisee) .
  • Strategy, branding, innovation, and operations leadership across consumer services and food & beverage; prior CMO roles and senior marketing posts at Red Robin, Pizza Hut, Coca‑Cola, Western Union .
  • Multi‑board experience (public, private, and non‑profit); has led CEO searches and supported strategic planning, marketing, and supply chain oversight at portfolio companies .
  • Education: MBA (Indiana University); BBA (Notre Dame) .

Equity Ownership

MetricAs of DateValue
Total Beneficial Ownership (shares)Sept 2, 20252,752
Ownership (% of outstanding)Sept 2, 2025<1%
Stock Awards Outstanding (#)June 30, 20252,752
Option Awards Outstanding (#)June 30, 2025— (none)
Hedging/PledgingPolicy prohibits hedging; pledging prohibited except limited CFO‑approved cases
Director Holding PolicyMust hold all stock received as director compensation until service ends

Governance Assessment

  • Positives: Independent; seasoned franchise operator; immediately engaged to lead CEO search, signaling confidence and influence in succession governance . Strong committee footprint and incoming Chair of Nominating & Corporate Governance enhances board refresh, evaluation, and conflict oversight capabilities . Attendance met Board standard (≥75%); committee workload suggests engagement (Comp: 9; N&CG: 6 meetings in FY2025) . Director equity compensation reinstated in FY2025, improving alignment; robust policies on clawbacks, no tax gross‑ups, double‑trigger change‑in‑control, and no option repricing strengthen shareholder protections . Say‑on‑Pay support at 99% in 2024 indicates broad shareholder confidence in pay governance .
  • Watch items: Early tenure at RGS (appointed Jan 2025) implies limited on‑board track record; beneficial ownership is small (<1%), though policy requires holding all director stock until departure and equity awards resumed in FY2025 . Multiple board commitments (two public plus private/non‑profit) should be monitored against overboarding policy, though no breach is disclosed .
  • Conflicts/Related Parties: No related‑party transactions in FY2025; insider trading policy prohibits hedging and restricts pledging, mitigating alignment risks .

Red Flags: None disclosed (no related‑party transactions, no hedging/pledging activity disclosed, no attendance shortfalls disclosed) .