Scott Vassalluzzo
About Scott J. Vassalluzzo
Scott J. Vassalluzzo, age 53, is an independent director of World Acceptance Corporation (WRLD) serving since 2011. He is Managing Member of Prescott General Partners LLC (PGP), the general partner to Prescott private investment partnerships; prior roles include equity analyst (1998) and general partner (2000) within the Prescott organization, and public accounting at Coopers & Lybrand. He holds a B.S. in Accounting from Pennsylvania State University and an MBA from Columbia University. WRLD’s Board has determined he is independent under NASDAQ rules and the company’s Governance Policy.
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Prescott Organization / Prescott General Partners LLC | Equity Analyst (1998); General Partner (2000); Managing Member (from Jan 2012) | 1998–present | Leadership of investment partnerships; long-term shareholder of WRLD via Prescott Partnerships |
| Coopers & Lybrand (now PwC LLP) | Public Accounting | Pre-1998 | Financial/accounting grounding |
External Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Cimpress N.V. | Director; Chair of Compensation Committee | Since 2015 | Compensation committee leadership |
| Credit Acceptance Corporation (NASDAQ: CACC) | Director | Since 2007 | Governance/finance oversight |
Board Governance
- Committee assignments: Member, Compensation and Stock Option Committee; Chair, Nominating and Corporate Governance Committee.
- Independence: Board determined Vassalluzzo is independent under NASDAQ and the company’s Governance Policy.
- Attendance: Board held five meetings in FY2025; each director attended at least 75% of Board meetings and all meetings of the committees on which they served.
- Committee meeting cadence FY2025: Audit & Compliance (4), Compensation & Stock Option (1), Nominating & Corporate Governance (1).
- Executive sessions: Independent directors meet after each regularly scheduled Board meeting; chaired by the independent Board Chair.
- Board leadership: Independent, non-executive Chairman (Ken R. Bramlett, Jr.); CEO and Chair roles separated.
Fixed Compensation
| Component | FY2025 Amount | Notes |
|---|---|---|
| Cash retainer (quarterly) | $20,000 (H1); $22,000 (H2) [program terms] | Standard non-employee director retainer; no meeting fees |
| Committee/Chair retainers | $2,500→$2,750 (Board/Committee Chairs); $5,000→$5,500 (Audit Chair) [program terms] | Rate increased Oct 1, 2024 |
| Vassalluzzo – Total Fees Earned | $94,500 | Cash-only; no equity grant in FY2025 |
- Deferred fee plan available for directors (prime rate or stock-linked returns), but no director elected to defer fees in FY2025.
Performance Compensation
| Component | FY2025 Grant | Terms/metrics |
|---|---|---|
| Restricted Stock (time-based) | 1,075 shares granted Dec 18, 2024 to all non-employee directors except Vassalluzzo | Time-based vesting; no performance metrics for directors |
| Vassalluzzo – Equity grants | None | No stock awards or options outstanding for Vassalluzzo as of Mar 31, 2025 |
WRLD’s director pay program does not use performance metrics for directors; equity grants are time-based restricted stock. Vassalluzzo did not receive a director equity grant in FY2025.
Other Directorships & Interlocks
- External compensation committee roles: Chair of Cimpress N.V. compensation committee.
- Compensation Committee interlocks: Company reports no interlocks or insider participation among WRLD compensation committee members in FY2025, and no member engaged in related party transactions requiring Item 404 disclosure.
Expertise & Qualifications
- Board-cited strengths: Leadership, risk management/oversight, finance, corporate governance, and general business experience.
- Education: B.S. Accounting (Penn State); MBA (Columbia University).
Equity Ownership
| Holder | Shares Beneficially Owned | Percent of Class | Notes |
|---|---|---|---|
| Scott J. Vassalluzzo (Director) | 1,873,922 | 34.4% | Includes shares he may be deemed to beneficially own via PGP and Prescott partnerships; percent based on 5,446,636 shares outstanding |
| Scott J. Vassalluzzo – sole voting/dispositive | 31,788 | — | Reported sole power; additional beneficial ownership via entities noted below |
| Prescott General Partners LLC | 1,842,134 | 33.8% | General partner to Prescott Partnerships; Vassalluzzo and Thomas W. Smith may be deemed beneficial owners via PGP |
| Prescott Associates L.P. | 1,212,367 | — | Prescott partnership entity |
| Idoya Partners L.P. | 576,394 | — | Prescott partnership entity |
| Prescott International Partners L.P. | 53,373 | — | Prescott partnership entity |
- Anti-hedging and anti-pledging policy: Hedging generally prohibited; pledging/margin requires pre-clearance and ability to repay without pledged securities.
- Director equity/option status: Vassalluzzo had no director stock awards or options outstanding as of Mar 31, 2025.
Related Party Transactions (Conflict Review)
- On Feb 18, 2025, WRLD repurchased 162,712 shares for $24.0 million from Prescott Associates L.P. (affiliate of PGP); price $147.50 vs $147.16 closing market price; pre-approved by Audit & Compliance Committee and Board under related-party policy.
- Related-party policy: Audit & Compliance Committee reviews all related person transactions; considers fairness, business rationale, director independence, and conflicts; interested committee members abstain from voting.
Signals from Compensation Governance
- Director compensation mix: Vassalluzzo’s FY2025 pay was 100% cash ($94,500), with no equity grants, while other non-employee directors received 1,075 restricted shares.
- Committee activity: Compensation Committee met once; Nominating & Governance met once; Audit & Compliance met four times (oversight of related-party review).
- Say-on-Pay: 2024 advisory vote approved by over 89% of shares voted, indicating broad shareholder support for pay practices.
- Clawback: Company maintains a clawback policy for erroneously awarded compensation (referenced to 10-K exhibit).
Governance Assessment
- Board effectiveness and independence: Vassalluzzo is independent and chairs Nominating & Governance, with strong attendance and active committee oversight; WRLD maintains independent chair and regular executive sessions. These support robust governance processes.
- Ownership alignment: Significant beneficial ownership (approx. 34.4%) aligns interests with shareholders, increasing accountability and long-term focus.
- Potential conflicts – RED FLAGS to monitor:
- Significant related-party share repurchase from a Prescott affiliate; while price and oversight were disclosed and Audit Committee pre-approved, repeat transactions warrant continued scrutiny for fairness.
- Role as Managing Member of PGP while chairing WRLD’s Nominating & Governance Committee raises perceived influence risk over board composition; offset by formal independence determination and committee oversight structures.
- Risk controls: Anti-hedging/pledging policy, majority-independent board, and formal related-party review reduce alignment and conflict risks.
Overall, Vassalluzzo combines material ownership alignment and governance expertise with committee leadership. The primary governance risk is related-party exposure via Prescott affiliates, mitigated by Audit Committee review and transparent disclosure; continued monitoring of related-party transactions and director equity grant practices remains prudent.