Grant of Employment Inducement Awards

Published a year ago via Business Wire

LL Flooring Holdings, Inc. (NYSE: LL) (the "Company"), a leading specialty retailer of hard-surface flooring in the U.S., today announced the grant of employment inducement awards to Robert Madore, Andrew Wadhams, Laura Massaro and one new vice president. The Company announced on July 6, 2023 that Mr. Madore had been appointed as Executive Vice President, Chief Financial Officer; Mr. Wadhams had been named as Senior Vice President, Retail and Commercial Sales; and Laura Massaro had been named as Senior Vice President, Chief Marketing Officer, each effective upon commencement of their employment with the Company on July 10, 2023.

The Compensation Committee of the Company's Board of Directors approved the employment inducement awards on July 12, 2023, with a grant date of August 11, 2023, as a material inducement to enter into offers of employment, in reliance on the employment inducement award exception to New York Stock Exchange (“NYSE”) Listing Rule 303A.08 that requires shareholder approval of equity-based compensation plans. Listing Rule 303A.08 requires the public announcement of such inducement.

The employment inducement awards (the “Inducement Awards”) will have an aggregate total cumulative grant date value of $1,277,500 and will consist of (i) with respect to Mr. Madore, (A) a time-based restricted stock award (which will vest ratably over three years) with a grant date value of $425,000 and (B) a performance-based restricted stock unit award with time-based vesting and a grant date value of $175,000 (100% of which will cliff vest on the three-year anniversary of the grant date, subject to meeting the applicable performance targets set forth in the Company’s grant agreement), and (ii) with respect to the other individuals, time-based restricted stock awards (which will vest ratably over three years) with an aggregate grant date value of $677,500. The Inducement Awards are subject to continued or accelerated vesting upon certain termination of employment events and in connection with certain transactions involving the Company, as more fully described in the forms of equity award agreements filed as exhibits to the Company’s Quarterly Report on Form 10-Q filed on August 9, 2023 with the SEC and in the Registration Statement on Form S-8 (333-198311) filed on August 9, 2023 with the SEC registering the common stock subject to the Inducement Awards.

The Inducement Awards are being made outside of the Company's shareholder approved equity compensation plans but will generally be subject to the same terms and conditions as apply to awards granted under the Company’s 2023 Equity Compensation Plan.

About LL Flooring

LL Flooring is one of the country’s leading specialty retailers of hard-surface flooring with more than 440 stores nationwide. The Company seeks to offer the best customer experience online and in stores, with more than 500 varieties of hard-surface floors featuring a range of quality styles and on-trend designs. LL Flooring's online tools also help empower customers to find the right solution for the space they've envisioned. LL Flooring's extensive selection includes waterproof hybrid resilient, waterproof vinyl plank, solid and engineered hardwood, laminate, bamboo, porcelain tile, and cork, with a wide range of flooring enhancements and accessories to complement. LL Flooring stores are staffed with flooring experts who provide advice, Pro partnership services and installation options for all of LL Flooring's products, the majority of which is in stock and ready for delivery.

Learn More about LL Flooring

CAUTIONARY NOTE REGARDING FORWARD-LOOKING STATEMENTS

This press release includes statements of the Company’s expectations, intentions, plans and beliefs that constitute “forward-looking statements” within the meanings of the Private Securities Litigation Reform Act of 1995. These statements, which may be identified by words such as “may,” “will,” “should,” “expects,” “intends,” “plans,” “anticipates,” “assumes,” “believes,” “thinks,” “estimates,” “seeks,” “predicts,” “could,” “projects,” “targets,” “potential,” “will likely result,” and other similar terms and phrases, are based on the beliefs of the Company’s management, as well as assumptions made by, and information currently available to, the Company’s management as of the date of such statements. These statements are subject to risks and uncertainties, all of which are difficult to predict and many of which are beyond the Company’s control.

The Company specifically disclaims any obligation to update these statements, which speak only as of the dates on which such statements are made, except as may be required under the federal securities laws. For a discussion of the risks and uncertainties that could cause actual results to differ from those contained in the forward-looking statements, see the “Risk Factors” section of the Company’s annual report on Form 10-K for the year ended December 31, 2022, and the Company’s other filings with the Securities and Exchange Commission (“SEC”). Such filings are available on the SEC’s website at www.sec.gov and the Company’s Investor Relations website at https://investors.llflooring.com.

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