UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM
CURRENT REPORT
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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 May 15, 2024, the Board of Directors (the “Board”) of Leslie’s, Inc. (the “Company”) elected Maile (Clark) Naylor to the Board, effective May 15, 2024. The Board also appointed Ms. Naylor to the Audit Committee and Compensation Committee of the Board. Ms. Naylor was designated as a Class I director and will stand for re-election at the Company’s 2025 Annual Meeting of Shareholders.
Ms. Naylor will receive compensation for service as a non-employee director of the Company consistent with the compensation generally provided to other non-employee directors, as determined by the Board from time to time. Compensation for the Company’s non-employee directors is described in the Company’s Definitive Proxy Statement for its 2024 Annual Meeting of Shareholders filed with the Securities and Exchange Commission on January 24, 2024.
There are no arrangements or understandings between Ms. Naylor and any other persons pursuant to which Ms. Naylor was selected as a director. Ms. Naylor has no direct or indirect material interest in any transaction required to be disclosed pursuant to Item 404(a) of Regulation S-K.
Ms. Naylor has spent 25 years working in the investment management industry analyzing and evaluating global consumer discretionary companies. She previously worked as an investment officer at MFS Investment Management, a global asset management company, from September 2005 until her retirement from the investment management industry in April 2018. Prior to that, Ms. Naylor also held positions at Scudder Kemper Investments and Wellington Management, each investment management firms. She holds a bachelor's degree in finance from Boston University and is a CFA charter holder. Ms. Naylor currently serves on the board of BJ’s Wholesale Club Holdings, Inc. (NYSE: BJ) and Laird Superfood, Inc. (NYSE American: LSF) and is a member of the board of advisors of the Boston Ballet. Ms. Naylor also served as a member of the President’s Council of the Boston Children’s Museum from October 2019 to October 2022.
Additionally, on May 11, 2024, Eric Kufel, notified the Company of his resignation as a director of the Company, effective as of May 15, 2024. Mr. Kufel’s resignation follows his recent appointment as Chairman and Chief Executive Officer of JustFoodForDogs in February 2024. Mr. Kufel advised the Company that his decision to resign is not due to any disagreement with the Company on any matter relating to its operations, policies or practices..
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits
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99.1 |
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104 |
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Cover Page Interactive Data File (embedded within the Inline XBRL document) |
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 thereunto duly authorized.
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LESLIE'S, INC. |
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May 15, 2024 |
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/s/ Scott Bowman |
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Name: Title: |
Scott Bowman |
Exhibit 99.1
Leslie’s, Inc. Appoints Maile (Clark) Naylor to Board of Directors
PHOENIX, AZ –May 15, 2024 – Leslie's, Inc. ("Leslie's" or the “Company”; NASDAQ: LESL), the largest and most trusted direct-to-consumer brand in the U.S. pool and spa care industry, announced that the Company has appointed Maile (Clark) Naylor to its Board of Directors, replacing Eric Kufel, effective May 15, 2024. Ms. Naylor has joined as a Class I Director and member of the Audit and Compensation Committees. Mr. Kufel has resigned from his board duties at Leslie’s to concentrate on his recently appointed role as Chairman and CEO of another company. Mr. Kufel advised the Company that his decision to resign is not due to any disagreement with the Company on any matter relating to its operations, policies or practices.
“On behalf of Leslie’s, we would like to express our sincere gratitude to Eric for his service. Eric has been with Leslie’s since 2018 and has had a tremendous positive impact in various functions on Leslie's board. We wish him continued success going forward. At the same time, we are fortunate to have the opportunity to work with Maile (Clark) Naylor. Maile’s prior experience on the Board of Directors with multiple public companies and her insights as an analyst and investor will bring a valuable perspective to our team,” said John Strain, Leslie’s Chairman of the Board.
Ms. Naylor said, “I have long admired Leslie's strong market share position in an industry with favorable long-term prospects, and it is an honor to join its Board of Directors."
Ms. Naylor brings 25 years of buy-side experience focusing on consumer related companies at such firms as MFS Investment Management, Seneca Capital Management and Wellington Management. Ms. Naylor is currently an Independent Director on the Board of Directors at BJ’s Wholesale Club (NYSE: BJ) and Laird Superfood (NYSE American: LSF) and serves on the Board of Advisors of Boston Ballet.
About Leslie's
Founded in 1963, Leslie's is the largest and most trusted direct-to-consumer brand in the U.S. pool and spa care industry. The Company serves the aftermarket needs of residential and professional consumers with an extensive and largely exclusive assortment of essential pool and spa care products. The Company operates an integrated ecosystem of more than 1,000 physical locations and a robust digital platform, enabling consumers to engage with Leslie's whenever, wherever, and however they prefer to shop. Its dedicated team of associates, pool and spa care experts, and experienced service technicians are passionate about empowering Leslie's consumers with the knowledge, products, and solutions necessary to confidently maintain and enjoy their pools and spas.
For more information about Leslie's, visit lesliespool.com or follow and engage with us: @lesliespoolcare on Instagram, Leslie's on Facebook, and @lesliespoolcare on X (formerly Twitter).
Contact
Investors
Matthew Skelly
Vice President, Investor Relations
Leslie’s, Inc.
investorrelations@lesl.com
Farah Soi/Caitlin Churchill
ICR
investorrelations@lesl.com