Susan Lattmann
About Susan Lattmann
Independent director at Superior Group of Companies (SGC), age 57, serving since May 9, 2024. She is CFO of The Row (since July 2021) and a certified public accountant with prior senior finance roles at Bed Bath & Beyond (CFO and Chief Administrative Officer). She holds a B.S. with honors from Bucknell University. At SGC she serves on the Corporate Governance, Nominating & Ethics Committee. The Board classifies her as independent.
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Bed Bath & Beyond Inc. (Nasdaq: BBBY) | Chief Financial Officer; Chief Administrative Officer; prior finance roles | 1996–2019 (CFO 2014–2018; CAO 2018–2019) | Senior finance leadership at a multi-channel retailer; governance experience in public company setting |
| Arthur Andersen LLP | Early career public accounting | Not disclosed (prior to BBBY) | Foundation in audit/accounting |
External Roles
| Organization | Role | Since/Through | Committees/Notes |
|---|---|---|---|
| The Row (private) | Chief Financial Officer | Jul 2021–present | Executive finance role at luxury apparel retailer |
| Aterian, Inc. (Nasdaq: ATER) | Director | Feb 2022–present | Chair of Audit Committee |
| Landsea Homes Corp. (Nasdaq: LSEA) | Director | Jan 2025–present; previously Dec 2021–Jun 2023 | Co-Chair of Compensation Committee; member of Nominating & Governance |
| Farmer Focus (private) | Director | Nov 2021–present | Chair of Audit Committee |
Board Governance
- Independence and committees: The Board determined Lattmann is independent under SEC and NASDAQ rules; she serves on the Corporate Governance, Nominating & Ethics Committee.
- Attendance: In 2024, every director serving that year attended at least 75% of Board and applicable committee meetings; the Board met 4 times and the Corporate Governance, Nominating & Ethics Committee met 5 times.
- Board leadership: CEO is also Chair; the Board instituted a Lead Director (Paul Mellini) with authority to call and preside over executive sessions of independent directors and other specified responsibilities.
- Stock ownership guidelines: Independent directors must hold at least $200,000 of SGC stock within 5 years of appointment (for Lattmann, by 2029), with enforcement at the committee’s discretion.
- Hedging and trading controls: SGC prohibits directors and officers from hedging or monetizing transactions in Company stock and requires pre-clearance for trades; trading while in possession of MNPI is prohibited.
- Related parties: No related party transactions requiring disclosure (Item 404) from Jan 1, 2022 through the proxy filing date.
- Shareholder oversight signals: 2025 say‑on‑pay passed (For 10,666,347; Against 1,352,776; Abstain 196,070) and shareholders supported a three‑year frequency for future say‑on‑pay votes; all seven directors, including Lattmann, were elected.
Fixed Compensation (Director)
| Component | 2024 Amount | Detail / Vesting |
|---|---|---|
| Cash fees (Board + committee) | $46,750 | Annual Board retainer increased to $45,000 as of May 9, 2024; Corporate Governance (member) retainer $3,000; no per‑meeting fees (structure effective May 12, 2023) |
| Committee chair/lead premiums | $0 | Not applicable to Lattmann in 2024 (premiums exist for Lead Director and committee chairs) |
Director cash compensation subtotals (name-specific): Fees earned or paid in cash $46,750.
Performance Compensation (Director)
| Grant Date | Instrument | Quantity/Strike | Fair Value/Price | Vesting / Expiration | Source |
|---|---|---|---|---|---|
| May 9, 2024 | Restricted common stock | 3,766 shares | $19.91 per share | Vests May 8, 2026; accelerated vesting under plan in certain cases | |
| May 9, 2024 | Nonqualified stock options | 2,750 options @ $19.91 | Grant‑date FV $24,833 | Vests May 9, 2025 (as disclosed); 10‑year term |
Director equity compensation subtotals (name-specific): Stock awards $74,981; Option awards $24,833; Total compensation $146,564 for 2024.
Notes:
- Director equity is time-based (no performance metrics); grants are under the 2022 Equity Incentive and Awards Plan.
Other Directorships & Interlocks
| Company | Listing | Overlap/Conflict Notes |
|---|---|---|
| Aterian, Inc. | Nasdaq: ATER | Audit Chair; no SGC‑disclosed related‑party transactions. |
| Landsea Homes Corp. | Nasdaq: LSEA | Co‑Chair Comp, member N&G; no SGC‑disclosed related‑party transactions. |
| Farmer Focus | Private | Audit Chair; no SGC‑disclosed related‑party transactions. |
SGC disclosed no Item 404 related‑party transactions during the covered period.
Expertise & Qualifications
- Finance and accounting leadership as CFO of The Row; prior BBBY CFO/CAO; CPA; Bucknell B.S. with honors.
- Governance: public company board experience across audit and compensation committees; current SGC Corporate Governance, Nominating & Ethics Committee member.
Equity Ownership
| As‑Of Date / Event | Beneficial Ownership | Instruments Included | Notes |
|---|---|---|---|
| Record date Mar 14, 2025 (proxy table) | 3,766 shares (<1%) | Unvested restricted shares from May 9, 2024 counted as beneficially owned; no options/SARs exercisable within 60 days | Director-specific line item “Susan Lattmann” |
| Form 4 (award) – Jul 1, 2025 | 12,611 shares post‑transaction | 8,845 shares awarded at $10.74; direct ownership | SEC Form 4: https://www.sec.gov/Archives/edgar/data/95574/000143774925021945/0001437749-25-021945-index.htm |
Ownership alignment and policies:
- Stock ownership guideline for independent directors: $200,000 within 5 years of joining (by 2029 for Lattmann).
- Hedging/monetization of SGC equity is prohibited by policy.
- No Section 16 filing delinquencies disclosed for Lattmann in 2024 (two delinquencies disclosed for other insiders only).
Insider Trades (Forms 3/4)
| Filing/Transaction Date | Type | Security | Amount/Price | Post-Ownership | Source |
|---|---|---|---|---|---|
| Feb 15, 2024 (effective Feb 12, 2024) | Form 3 (initial) | — | — | — | https://www.sec.gov/Archives/edgar/data/95574/000143774924004300/0001437749-24-004300-index.htm |
| May 9, 2024 (filed May 10, 2024) | Form 4 – Award | Common stock | 3,766 @ $19.91 | 3,766 | https://www.sec.gov/Archives/edgar/data/95574/000143774924015890/0001437749-24-015890-index.htm |
| May 9, 2024 (filed May 10, 2024) | Form 4 – Award | NQ Stock Options | 2,750 @ $19.91 | — | https://www.sec.gov/Archives/edgar/data/95574/000143774924015890/0001437749-24-015890-index.htm |
| Jul 1, 2025 (filed Jul 2, 2025) | Form 4 – Award | Common stock | 8,845 @ $10.74 | 12,611 | https://www.sec.gov/Archives/edgar/data/95574/000143774925021945/0001437749-25-021945-index.htm |
Governance Assessment
- Strengths: Independent status; meaningful finance/accounting background; active committee role (Corporate Governance, Nominating & Ethics); 2024 attendance threshold met; alignment via equity grants and a robust anti‑hedging policy; no related‑party transactions disclosed.
- Compensation alignment: Director pay mix includes time‑vested equity, which supports alignment without short‑term performance distortions; cash retainer structure streamlined (no per‑meeting fees) since 2023.
- Shareholder sentiment: 2025 say‑on‑pay passed and board slate (including Lattmann) elected; shareholders preferred triennial say‑on‑pay frequency, indicating acceptance of governance cadence.
- Watch items: Combined CEO/Chair role persists; mitigated by empowered Lead Director with defined responsibilities, including executive sessions. Monitor progress toward stock ownership guideline by the 5‑year mark.
Appendix: SGC Board & Committee Activity (Context)
- Board met 4x in 2024; Audit 6x; Compensation 2x; Corporate Governance, Nominating & Ethics 5x; Capital 5x; Executive 0. All directors (serving in 2024) met at least 75% attendance.
Sources
- 2025 DEF 14A (SGC proxy): Director biographies, independence, committees, attendance, ownership guidelines, policies, director compensation and grants, security ownership.
- 8‑K (Feb 13, 2024): Appointment of Susan Lattmann; initial committee assignment.
- 8‑K (May 8, 2025): Shareholder vote outcomes (director elections, say‑on‑pay, frequency, auditor).
- SEC Forms: Form 3 and Form 4s for Lattmann (ownership and awards). https://www.sec.gov/Archives/edgar/data/95574/000143774924004300/0001437749-24-004300-index.htm https://www.sec.gov/Archives/edgar/data/95574/000143774924015890/0001437749-24-015890-index.htm https://www.sec.gov/Archives/edgar/data/95574/000143774925021945/0001437749-25-021945-index.htm