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Conn's

Corporate Governance

Committee Charters  
Audit Committee Charter PDF  259.7 KB Add to Briefcase
Compensation Committee Charter PDF   51.5 KB Add to Briefcase
Nominating and Corporate Governance Committee Charter PDF  151.5 KB Add to Briefcase
Credit Risk and Compliance Committee Charter PDF   31.2 KB Add to Briefcase

Governance Documents  
Conn's Code of Business Conduct and Ethics PDF 126.5 KB Add to Briefcase
Insider Trading Policy PDF 61.3 KB Add to Briefcase
Code of Ethics for CEO, President and Senior Financial Professionals PDF 20.7 KB Add to Briefcase
Code of Business Conduct and Ethics for Members of the Board of Directors PDF 34.9 KB Add to Briefcase
Whistle Blower Policy PDF 19.1 KB Add to Briefcase
Corporate Governance Guidelines PDF 40.2 KB Add to Briefcase

Committee Composition Audit Compensation Credit Risk and Compliance Nominating and Corporate Governance
Norm Miller        
President, Chief Executive Officer and Chairman

Norm Miller was appointed as our President and Chief Executive Officer, and to our Board of Directors, effective September 7, 2015.  Prior to joining the Company, Mr. Miller most recently served as the Senior Vice President and President, Automotive at Sears Holdings, which operates over 700 Sears Auto Center locations. Previously, he served as President and Chief Operating Officer of DFC Global Corporation (formerly Dollar Financial Corp, NASDAQ: DLLR) from 2007 to 2014. DFC Global is a leading international non-bank provider of alternative financial services, which at the time had over 6,600 employees at more than 1,500 retail storefront locations and multiple Internet platforms in ten countries, with total revenues exceeding $1.1 billion. Prior to his employment at DFC Global Corporation, Mr. Miller served as Group President, Sports and Entertainment unit at ARAMARK, where he worked for a decade. He was named to the role after serving as the President of ARAMARK’s Correctional Services unit from 2002 to 2003. Mr. Miller’s career also includes nine years with Nestle, Kraft General Foods and PepsiCo, serving in management positions in sales, marketing and operations. Mr. Miller received a Bachelor’s of Science from the United States Military Academy at West Point.


James H. Haworth Independent Director   Member of Compensation Committee   Member of Nominating and Corporate Governance Committee

James H. Haworth was appointed as a director in March 2015 and has served on the Company’s Compensation Committee and Credit Risk and Compliance Committee since his appointment.  Mr. Haworth has served as Chairman and Chief Executive Officer of Professional Bull Riders Inc. since 2011.  From 2010 through 2011 he served as Executive Vice President and President, Retail Services for Sears Holding Corporation.  Prior to that, he served as Chairman, President and Chief Executive Office for Chia Tai Enterprises International Limited & CP Lotus, an investment holding company principally engaged in the operation of shopping centers in China, from 2006 to December 2009. Mr. Haworth is also the founder and President of Business Decisions Inc., a consulting firm specializing in strategic product marketing for the retail, merchandising and supply chain industries. Previous to Business Decisions Inc., Mr. Haworth spent 20 years with Wal-Mart Stores, Inc., in roles of increasing responsibility including Executive Vice President of Operations for Sam’s Club and Executive Vice President and Chief Operating Officer, Wal-Mart Stores, Inc.  


Kelly M. Malson Independent Director Committee Chair for Audit Committee     Member of Nominating and Corporate Governance Committee

Kelly M. Malson was appointed as a director in August 2012 and chair of the Company’s Audit Committee effective November 26, 2012. Ms. Malson served as Senior Vice President, Chief Financial Officer and Treasurer of World Acceptance Corporation from May 2009 until stepping down from those positions in December 2013. She remained employed by World Acceptance Corporation from December 2013 until her retirement in February 2014. Prior to that, she held the titles of Vice President and Chief Financial Officer from March 2006 until May 2009 and Vice President of Internal Audit from September 2005 to March 2006 at World Acceptance Corporation. Ms. Malson served as Finance Compliance Manager for ITRON, Inc., IEM Unit from 2004 to 2005. Prior to 2004, she served in various positions with KPMG, LLC and Arthur Andersen, LLP. Ms. Malson obtained her Bachelor’s Degree in Accountancy from Southern Illinois University in 1993. 


Bob L. Martin Independent Director Lead Independent Director   Committee Chair for Compensation Committee   Committee Chair for Nominating and Corporate Governance Committee

Bob L. Martin has served as director since September 2003, and was appointed as our Lead Independent Director in August 2012. Mr. Martin was elected as an Operating Partner of The Stephens Group LLC, a family-owned investment company in March 2012. He was previously a consultant to that entity. Mr. Martin has over 34 years of retailing and merchandising experience. Prior to retiring from the retail industry in 1999, he headed the international operations of Wal-Mart International, Inc. for 15 years. From 1968 to 1983, Mr. Martin was responsible for technology services for Dillard's, Inc. During the previous five years, Mr. Martin served as a director of Dillard's, Inc. until 2006, and also served as director of Sabre Holdings Corporation, Furniture Brands International and Guitar Center, Incorporated. Mr. Martin currently serves on the board of directors of Gap,Inc. He has experience as chairman of the corporate governance committee and compensation committee, and has been a member of the audit committee of publicly held companies. Mr. Martin attended South Texas University and holds an honorary doctorate degree from Southwest Baptist University.


Holdings: 53,881 shares     View Transactions
Date Type Shares Traded Price Range
May 26, 2016 Acquisition (Non Open Market) 6,649 n/a
May 29, 2015 Acquisition (Non Open Market) 2,028 n/a
May 27, 2014 Acquisition (Non Open Market) 1,633 n/a
Jun 4, 2013 Acquisition (Non Open Market) 1,208 n/a
May 30, 2012 Acquisition (Non Open Market) 3,441 n/a
May 24, 2012 Option Execute 9,561 n/a
Nov 30, 2010 Option Execute 4,116 2.70
Nov 30, 2010 Option Execute 4,445 2.70
Jun 9, 2010 Buy 10,000 5.85
Jun 2, 2010 Buy 10,000 6.90
Jun 6, 2007 Sell 40,000 30.26
Jun 5, 2007 Option Execute 40,000 14.00
Douglas H. Martin     Member of Credit Risk and Compliance Committee  

Douglas H. Martin has served as a director of the predecessor to the Company since 1998, and was appointed as one of our directors in February 2003. Mr. Martin is an Executive Vice President of Stephens Inc. where he has been employed since 1981. He is responsible for the investment of the firm's capital in private companies. Mr. Martin serves as a member of the board of directors of numerous privately held companies. He received his B.A. in physics and economics from Vanderbilt University and his M.B.A. from Stanford University.


Holdings: 102,012 shares     View Transactions
Date Type Shares Traded Price Range
May 26, 2016 Acquisition (Non Open Market) 6,649 n/a
Jan 11, 2016 Buy 4,250 15.34 - 15.35
Jan 8, 2016 Buy 16,827 16.18 - 17.20
Oct 1, 2015 Buy 12,000 24.25
May 29, 2015 Acquisition (Non Open Market) 2,028 n/a
May 27, 2014 Acquisition (Non Open Market) 1,633 n/a
Feb 25, 2014 Disposition (Non Open Market) 700 n/a
Oct 31, 2013 Acquisition (Non Open Market) 90,494 n/a
Jul 11, 2013 Sell 3,441 55.90 - 56.10
Jun 27, 2013 Disposition (Non Open Market) 192 n/a
Jun 19, 2013 Sell 1,000 52.84
Jun 18, 2013 Sell 900 53.18 - 53.20
Jun 4, 2013 Acquisition (Non Open Market) 1,208 n/a
Apr 25, 2013 Sell 9,561 45.02
Apr 9, 2013 Sell 40,000 42.74
Apr 9, 2013 Sell 14,602 43.08
Apr 9, 2013 Option Execute 40,000 14.00
Dec 12, 2012 Sell 62,433 25.41
May 30, 2012 Acquisition (Non Open Market) 3,441 n/a
May 24, 2012 Option Execute 9,561 n/a
Apr 9, 2012 Sell 20,000 18.38 - 18.59
Mar 30, 2012 Disposition (Non Open Market) 152,032 n/a
Nov 23, 2010 Option Execute 124,757 2.70
Nov 19, 2010 Option Execute 117,705 2.70
Sep 10, 2009 Sell 10,000 11.38
Sep 9, 2009 Sell 343 11.40
Sep 9, 2009 Sell 19,657 11.40
Sep 8, 2009 Sell 10,000 11.65
Jan 26, 2009 Disposition (Non Open Market) 11,617 n/a
Dec 1, 2008 Buy 10,000 5.25
Dec 1, 2008 Buy 10,000 5.25
Dec 11, 2006 Sell 252 22.78
Oct 4, 2006 Acquisition (Non Open Market) 306 n/a
Oct 4, 2006 Acquisition (Non Open Market) 9 n/a
Oct 4, 2006 Disposition (Non Open Market) 35,870 n/a
David Schofman Independent Director   Member of Compensation Committee    

David Schofman was nominated to serve on our board of directors by our Nominating and Corporate Governance Committee at its meeting in March 2012. Mr. Schofman is an active executive, investor and board member for several companies including: Pure Networx, Inc., an online reseller of IT hardware; Coro Health, LLC, a new media healthcare company and CPO Commerce, Inc., the largest online tool retailer. In addition, Mr. Schofman participates in several other business ventures through his private equity and management services business, AnderSchof, Investments LLP. Mr. Schofman previously served as the Chief Executive Officer of Callaway Golf Interactive from June 2004 to September 2007, and as the Executive Vice President Global Ecommerce of Callaway Golf from 2004 to 2007. Mr. Schofman was the co-founder and CEO of FrogTrader from 2000-2004 until the Company was sold to Callaway Golf. Prior to that, Mr. Schofman was the co-founder and CEO of International Golf Outlet from 1995-1999, which was sold to CBS Sportsline. Mr. Schofman is a graduate of the University of Texas at Austin in 1994.


Oded Shein Independent Director Member of Audit Committee   Member of Credit Risk and Compliance Committee  

Oded Shein was appointed as a director in March 2015 and has served on the Company’s Audit Committee and Credit Risk and Compliance Committee since his appointment. Mr. Shein has served as Executive Vice President and Chief Financial Officer of Stage Stores since January 2011.  From July 2004 until January 2011, Mr. Shein served in various financial positions at Belk, Inc., including as its Vice President, Finance and Treasurer.  Prior to joining Belk, Inc., Mr. Shein served as the Vice President, Treasurer of Charming Shoppes, Inc.   


William E. Saunders Jr. Independent Director Member of Audit Committee   Committee Chair for Credit Risk and Compliance Committee  

William E. Saunders, Jr. was appointed as a director in August 2014. Mr. Saunders has served as the Chief Executive Officer of Community Choice Financial Inc., a leading retailer of alternative consumer financial services products, since June 2008, and Chairman of its Board of Directors since May 2014, after joining the company as its Chief Financial Officer in March 2006. Prior to joining Community Choice Financial (previously CheckSmart Financial Holdings), Mr. Saunders was a Vice President for Stephens Inc., an investment bank, from 2004 to 2006 and, prior to that, was an associate at Houlihan Lokey, and investment bank, SunTrust Equitable Securities, an investment bank, and Arthur Andersen, an accounting firm. Mr. Saunders holds a B.S. in Business wth Special Attainment in Accounting and Commerce from Washington & Lee University and is a certified public accountant in the State of Georgia. Mr. Saunders brings extensive investment banking, finance, management, and strategic experience to our Board.


Committee Chairman = Chairman Committee Member = Member Independent Director = Independent Director  Lead Independent Director = Lead Independent Director

Stock transaction information provided by EDGAR Online. Conn's Inc. makes no representation or warranty with respect to any of the information contained herein, takes no responsibility for supplementing, updating or correcting any such information and shall have no liability with respect to any such information. This listing does not include derivatives, such as stock option grants or shares purchased through an employee stock purchase plan. For recent transactions, including derivative transactions, see our Section 16 SEC filings page.

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