LZB 8-K: Board Member Hackett Won’t Seek Re-Election; No Disputes

Rhea-AI Filing Summary

La-Z-Boy Incorporated (NYSE: LZB) filed an 8-K (Item 5.02) reporting that board member James P. Hackett has notified the company he will not stand for re-election at the 2025 Annual Meeting of Shareholders (earliest event: 18 Jun 2025). The company states the decision is not related to any disagreement regarding operations, policies or practices. La-Z-Boy thanked Mr. Hackett for his years of service. No other executive or financial information was disclosed.

Positive

• No disagreement cited, reducing the risk of underlying strategic or financial conflict.
• Advance notice before the 2025 AGM allows for an orderly succession and limits governance disruption.

Negative

• Loss of an experienced director may marginally reduce board depth and institutional knowledge until a qualified replacement is appointed.

Insights

Corporate Governance Expert

TL;DR: Routine board turnover; no conflict disclosed; impact immaterial.

Board refreshment is common and, absent controversy, rarely moves valuation. Hackett’s non-renewal appears amicable, with no cited disagreements that could trigger investor concern or proxy issues. Governance continuity is preserved because the announcement comes ahead of the AGM, allowing ample time for nomination of a successor and orderly transition.

Portfolio Manager

TL;DR: Slightly negative from experience loss, but strategy unchanged.

Hackett brought executive experience from prior leadership roles; losing that perspective is a modest drawback. However, without operational disagreements, the event should not alter La-Z-Boy’s strategic trajectory, cash flow outlook, or capital allocation priorities. I view the filing as neutral for positioning; no portfolio adjustment warranted.

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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

			Date of Report (Date of earliest event reported):						June 18, 2025
LA-Z-BOY INCORPORATED
(Exact name of registrant as specified in its charter)

Michigan

1-9656

38-0751137

(State or other jurisdiction of

(Commission

(IRS Employer

incorporation)

File Number)

Identification No.)

One La-Z-Boy Drive,

Monroe,

Michigan

48162-5138

(Address of principal executive offices)

(Zip Code)

Registrant's telephone number, including area code (734) 242-1444

N/A

      (Former name or former address, if changed since last report.)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

☐  Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐  Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐  Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐  Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

Title of each class

Trading Symbol(s)

Name of each exchange on which registered

Common Stock, $1.00 par value

LZB

New York Stock Exchange

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐                                                         

Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

On June 18, 2025, James P. Hackett informed La-Z-Boy Incorporated (the “Company”) that he will not be standing for re-election at the Company’s upcoming 2025 Annual Meeting of Shareholders. Mr. Hackett’s decision is not due to any disagreement with the Company on any matter relating to the Company’s operations, policies or practices.

The Company and Board express gratitude to Mr. Hackett for his years of service on the Board and his many contributions to the Company.

SIGNATURES

    Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

LA-Z-BOY INCORPORATED

(Registrant)

Date: June 20, 2025

BY: /s/ Raphael Z. Richmond

Raphael Z. Richmond
Vice President, General Counsel and Chief Compliance Officer

FAQ

Why is La-Z-Boy director James P. Hackett leaving?

According to the 8-K, Mr. Hackett chose not to stand for re-election; no disagreements with La-Z-Boy were cited.

When will Hackett’s term on the La-Z-Boy board end?

His service will conclude at the 2025 Annual Meeting of Shareholders, scheduled after 18 Jun 2025.

Did the La-Z-Boy filing mention any disputes or governance issues?

No. The company explicitly stated Hackett’s decision was not due to any disagreement on operations, policies, or practices.

Will La-Z-Boy name a replacement director?

The 8-K does not identify a successor; the board now has time before the AGM to nominate a replacement.

Does this 8-K affect La-Z-Boy’s financial outlook?

The filing contains no financial data or strategic changes; impacts on earnings or guidance were not addressed.