XML 31 R2.htm IDEA: XBRL DOCUMENT v3.23.2
Pay vs Performance Disclosure
12 Months Ended
Apr. 30, 2023
USD ($)
Apr. 30, 2022
USD ($)
Apr. 30, 2021
USD ($)
Pay vs Performance Disclosure      
Pay vs Performance Disclosure, Table
Value of Initial Fixed $100 Investment Based On:
Fiscal Year
Summary Compensation Table Total for first PEO1
Summary Compensation Table Total for second PEO1
Compensation Actually Paid to first PEO2
Compensation Actually Paid to second PEO2
Average Summary Compensation Total for Non-PEO NEOs3
Average Compensation Actually Paid to Non-PEO NEOs4
Total Share-holder Return5
S&P Household Durables Total Share-holder Return6
Net Income (thousands)7
Adjusted EBITDA (thousands)8
2023$4,563,670n/a$5,133,276n/a$1,341,924$1,517,6187.8%23.1%$93,723$240,379
2022$2,250,867n/a$(43,926)n/a$810,123$113,734(52.9)%(23.7)%$(29,722)$137,957
2021$2,942,333$4,076,674$4,183,505$(110,210)$1,078,893$1,341,85093.5 %96.7 %$61,193$226,504
   
Named Executive Officers, Footnote During fiscal 2021, two individuals served as the Company’s Principal Executive Officer (“PEO”). The first PEO included in the table for 2023, 2022 and 2021 is Mr. Culbreth. The second PEO is S. Cary Dunston for 2021. Mr. Culbreth succeeded Mr. Dunston when he retired as the Company’s PEO on July 9, 2020. Mr. Culbreth served as the Company’s Senior Vice President and Chief Financial Officer until Mr. Dunston’s retirement.The dollar amounts reported represent the average of the amounts reported for the Company’s NEOs as a group (excluding Mr. Culbreth (for 2023, 2022 and 2021) and Mr. Dunston (for 2021) in the “Total” column of the Summary Compensation Table in each applicable year. The NEOs for the applicable years were as follows: fiscal 2023 and 2022 - Mr. Joachimczyk, Mr. Adams, and Ms. May; and 2021 - Mr. Joachimczyk, Mr. Adams, Ms. May, and R. Perry Campbell.    
Peer Group Issuers, Footnote Represents the S&P Household Durables TSR.    
Adjustment To PEO Compensation, Footnote The dollar amounts reported represent the amount of CAP to the first PEO (for 2023, 2022 and 2021) and the second PEO (for 2021), as computed in accordance with SEC rules. See CAP Reconciliation Table below for information on adjustments made to the applicable total compensation disclosed in the Summary Compensation Table.
CAP Reconciliation Table

FY 2023FY 2022FY 2021
First PEO ($)Average for Other NEOs ($)First PEO ($)Average for Other NEOs ($)First PEO ($)Second PEO ($)Average for Other NEOs ($)
Summary Compensation Table Total$4,563,670 $1,341,924 $2,250,867 $810,123 $2,942,333 $4,076,674 $1,078,893 
Adjustments
Subtract: Reported value of equity awards (1)
2,096,515 526,545 1,445,358 316,198 1,020,933 3,145,717 442,448 
Add: Year end fair value of outstanding equity awards granted in covered year (2)
2,554,901 682,136 1,034,589 226,332 1,959,362 — 557,225 
Add: Change in fair value of outstanding equity awards granted in prior years and unvested at year end (3)
136,346 24,916 (1,289,471)(424,966)280,660 — 134,023 
Add: Change in vesting date fair value of equity awards granted in prior years that vested in covered year (4)
53,423 11,891 (86,213)(22,288)40,642 465,637 17,756 
Subtract: Fair value at end of prior year of equity awards that failed to meet vesting conditions in covered year (5)
78,549 16,704 508,340 159,269 18,559 1,399,329 3,599 
Subtract: Fair value of awards that are granted and vest in the same year (6)
— — — — — 107,475 — 
Subtract: Reported value of Change in Pension Value (7)
— — — — — 15,471 5,686 
Add: Change in Pension Adjustments(8)
— — — — — 15,471 5,686 
Total Adjustments569,606 175,694 (2,294,793)(696,389)1,241,172 (4,186,884)262,957 
Compensation Actually Paid$5,133,276 $1,517,618 $(43,926)$113,734 $4,183,505 $(110,210)$1,341,850 

1This line represents the total of the amounts reported in the “Stock Awards” columns in the Summary Compensation Table for the applicable year.
2This line represents the year-end fair value of any equity awards granted in the applicable year that are outstanding and unvested as of the end of the covered fiscal year.
3This line represents the amount of change in fair value as of the end of the applicable year from the end of the prior fiscal year of any equity awards granted in prior years that are outstanding and unvested as of the end of the applicable year.
4This line is for equity awards granted in prior years that vest in the applicable year, and for the applicable year, is equal to the change in fair value as of the vesting date of the respective equity award from the end of the prior fiscal year.
5This line is for equity awards granted in prior years that failed to vest in the applicable year, and for the applicable year, is equal to the fair value at the end of the prior fiscal year.
6This line represents the fair value of any equity awards granted and vested in the applicable year.
7The amounts included in this column are the amounts reported in the “Change in Pension Value” column of the Summary Compensation Table for each applicable year.
8The total pension benefit adjustments for 2021 include the aggregate of two components: (i) the actuarially determined service cost for services rendered by Mr. Adams during the applicable year (the “service cost”); and (ii) the entire cost of benefits granted in a plan amendment (or initiation) during the applicable year that are attributed by the benefit formula to services rendered in periods prior to the plan amendment or initiation (the “prior service cost”), in each case, calculated in accordance with U.S. GAAP.
   
Non-PEO NEO Average Total Compensation Amount $ 1,341,924 $ 810,123 $ 1,078,893
Non-PEO NEO Average Compensation Actually Paid Amount $ 1,517,618 113,734 1,341,850
Adjustment to Non-PEO NEO Compensation Footnote The dollar amounts reported represent the average amount of CAP to the NEOs as a group (excluding Mr. Culbreth (for 2023, 2022 and 2021) and Mr. Dunston (for 2021). In accordance with the requirements of Item 402(v) of Regulation S-K, the following adjustments were made to the total compensation for the NEOs for each year to determine the compensation actually paid, using the same methodology described above in Note 2. The amounts presented are averages for the entire group of NEOs.
CAP Reconciliation Table

FY 2023FY 2022FY 2021
First PEO ($)Average for Other NEOs ($)First PEO ($)Average for Other NEOs ($)First PEO ($)Second PEO ($)Average for Other NEOs ($)
Summary Compensation Table Total$4,563,670 $1,341,924 $2,250,867 $810,123 $2,942,333 $4,076,674 $1,078,893 
Adjustments
Subtract: Reported value of equity awards (1)
2,096,515 526,545 1,445,358 316,198 1,020,933 3,145,717 442,448 
Add: Year end fair value of outstanding equity awards granted in covered year (2)
2,554,901 682,136 1,034,589 226,332 1,959,362 — 557,225 
Add: Change in fair value of outstanding equity awards granted in prior years and unvested at year end (3)
136,346 24,916 (1,289,471)(424,966)280,660 — 134,023 
Add: Change in vesting date fair value of equity awards granted in prior years that vested in covered year (4)
53,423 11,891 (86,213)(22,288)40,642 465,637 17,756 
Subtract: Fair value at end of prior year of equity awards that failed to meet vesting conditions in covered year (5)
78,549 16,704 508,340 159,269 18,559 1,399,329 3,599 
Subtract: Fair value of awards that are granted and vest in the same year (6)
— — — — — 107,475 — 
Subtract: Reported value of Change in Pension Value (7)
— — — — — 15,471 5,686 
Add: Change in Pension Adjustments(8)
— — — — — 15,471 5,686 
Total Adjustments569,606 175,694 (2,294,793)(696,389)1,241,172 (4,186,884)262,957 
Compensation Actually Paid$5,133,276 $1,517,618 $(43,926)$113,734 $4,183,505 $(110,210)$1,341,850 

1This line represents the total of the amounts reported in the “Stock Awards” columns in the Summary Compensation Table for the applicable year.
2This line represents the year-end fair value of any equity awards granted in the applicable year that are outstanding and unvested as of the end of the covered fiscal year.
3This line represents the amount of change in fair value as of the end of the applicable year from the end of the prior fiscal year of any equity awards granted in prior years that are outstanding and unvested as of the end of the applicable year.
4This line is for equity awards granted in prior years that vest in the applicable year, and for the applicable year, is equal to the change in fair value as of the vesting date of the respective equity award from the end of the prior fiscal year.
5This line is for equity awards granted in prior years that failed to vest in the applicable year, and for the applicable year, is equal to the fair value at the end of the prior fiscal year.
6This line represents the fair value of any equity awards granted and vested in the applicable year.
7The amounts included in this column are the amounts reported in the “Change in Pension Value” column of the Summary Compensation Table for each applicable year.
8The total pension benefit adjustments for 2021 include the aggregate of two components: (i) the actuarially determined service cost for services rendered by Mr. Adams during the applicable year (the “service cost”); and (ii) the entire cost of benefits granted in a plan amendment (or initiation) during the applicable year that are attributed by the benefit formula to services rendered in periods prior to the plan amendment or initiation (the “prior service cost”), in each case, calculated in accordance with U.S. GAAP.
   
Compensation Actually Paid vs. Total Shareholder Return 1649267451469    
Compensation Actually Paid vs. Net Income 1649267451462    
Compensation Actually Paid vs. Company Selected Measure 1649267451456    
Net Income (Loss) $ 93,723,000 $ (29,722,000) $ 61,193,000
Company Selected Measure Amount 240,379,000 137,957,000 226,504,000
Additional 402(v) Disclosure
Pay Versus Performance

As required by Item 402(v) of Regulation S-K under the Exchange Act, we are providing the following information about the relationship between compensation actually paid (“CAP”) as calculated pursuant to Item 402(v) and performance. This disclosure has been prepared in accordance with Item 402(v) of Regulation S-K and does not necessarily reflect value actually realized by the executives or how the Compensation and Social Principles Committee evaluates compensation decisions in light of Company or individual performance. For further information concerning the Company’s variable pay-for-performance philosophy and how the Company aligns executive compensation with the Company’s performance, see “Compensation Discussion and Analysis” above.
Cumulative total shareholder return (“TSR”) is calculated based on a hypothetical $100 investment beginning at the market close on the last trading day before fiscal 2021. The TSR is reported on a cumulative basis over fiscal 2021-2023. Specifically, TSR for fiscal 2021 in the table will represent TSR over fiscal 2021. TSR for fiscal 2022 will represent the cumulative TSR over fiscal 2021 and fiscal 2022. TSR for fiscal 2023 will represent the cumulative TSR over fiscal 2021, 2022 and 2023.The dollar amounts reported represent the amount of net income reflected in the Company’s audited financial statements for the applicable year.
Financial Performance Measures

As described in greater detail under “Compensation Discussion and Analysis” above, the Company’s executive compensation program reflects a variable pay‑for‑performance philosophy. The metrics we use for both our long-term and short-term incentive awards are selected based on an objective of incentivizing our NEOs to increase the value of our enterprise for our shareholders. The most important financial performance measures we used to link executive compensation actually paid to our NEOs, for the most recently completed fiscal year, to our performance are as follows:
Analysis of the Information Presented in the Pay versus Performance Table

We believe the “Compensation Actually Paid” in each of the years reported above and over the three-year cumulative period are reflective of the Compensation and Social Principles Committee’s philosophy to create and reinforce a pay for performance culture. As described in the CD&A above, a significant portion of annual target compensation awarded to NEOs is compensation at risk because it is dependent on the Company’s performance against pre-established performance goals under our Annual Incentive Plan, including our adjusted EBITDA, free cash flow, adjusted earnings per share, and return on equity performance. The amounts reflected as “Compensation Actually Paid” represents a new required calculation of compensation that differs significantly from the Summary Compensation Table calculation of compensation, primarily as it relates to equity valuations. The Compensation Actually Paid calculation also differs from the way in which the Compensation and Social Principles Committee views annual compensation decisions, as discussed in the CD&A. The amounts shown in the tables above are calculated in accordance with SEC rules and may not reflect actual amounts paid or earned by the NEOs, including with respect to equity awards that remain subject to forfeiture if vesting conditions are not satisfied.
The charts below show the relationship between “Compensation Actually Paid” to the Company’s PEOs and NEOs in fiscal 2021, 2022 and 2023, respectively, calculated under the SEC rules and the Company’s TSR, S&P Household Durables TSR, the Company’s Net Income and its Adjusted EBITDA:
   
Total Shareholder Return Percent 0.078 (0.529) 0.935
Peer Group Total Shareholder Return Percent 0.231 (0.237) 0.967
Measure:: 1      
Pay vs Performance Disclosure      
Name Adjusted EBITDA;    
Non-GAAP Measure Description Adjusted EBITDA is a non-GAAP financial measure. The Company defines Adjusted EBITDA as net income determined in accordance with GAAP adjusted to exclude, (1) income tax expense, (2) interest expense, net, (3) depreciation and amortization expense, net of amounts included in restructuring, (4) amortization of customer relationship intangibles and trademarks, (5) expenses related to the RSI acquisition and subsequent restructuring charges that the Company incurred related to the acquisition, (6) non-recurring restructuring charges, (7) stock-based compensation expense, (8) gain/loss on asset disposals, (9) change in fair value of foreign exchange forward contracts, and (10) net gain/loss on debt forgiveness and modification. While the Company uses numerous financial and non-financial performance measures for the purpose of evaluating performance for the Company’s compensation programs, the Company has determined that Adjusted EBITDA is the financial performance measure that, in the Company’s assessment, represents the most important performance measure (that is not otherwise required to be disclosed in the table) used by the Company to link compensation actually paid to the Company’s NEOs, for the most recently completed fiscal year, to Company performance.    
Measure:: 2      
Pay vs Performance Disclosure      
Name Free Cash Flow;    
Measure:: 3      
Pay vs Performance Disclosure      
Name Adjusted Earnings Per Share; and    
Measure:: 4      
Pay vs Performance Disclosure      
Name Return on Equity.    
Mr. Culbreth [Member]      
Pay vs Performance Disclosure      
PEO Total Compensation Amount $ 4,563,670 $ 2,250,867 $ 2,942,333
PEO Actually Paid Compensation Amount $ 5,133,276 $ (43,926) $ 4,183,505
PEO Name Mr. Culbreth Mr. Culbreth Mr. Culbreth
S. Cary Dunston [Member]      
Pay vs Performance Disclosure      
PEO Total Compensation Amount     $ 4,076,674
PEO Actually Paid Compensation Amount     $ (110,210)
PEO Name     S. Cary Dunston
PEO | Mr. Culbreth [Member] | Equity Awards Reported Value [Member]      
Pay vs Performance Disclosure      
Adjustment to Compensation, Amount $ 2,096,515 $ 1,445,358 $ 1,020,933
PEO | Mr. Culbreth [Member] | Equity Awards Granted During the Year, Unvested [Member]      
Pay vs Performance Disclosure      
Adjustment to Compensation Amount, Equity Awards 2,554,901 1,034,589 1,959,362
PEO | Mr. Culbreth [Member] | Equity Awards Granted in Prior Years, Unvested [Member]      
Pay vs Performance Disclosure      
Adjustment to Compensation Amount, Equity Awards 136,346 (1,289,471) 280,660
PEO | Mr. Culbreth [Member] | Equity Awards Granted in Prior Years, Vested [Member]      
Pay vs Performance Disclosure      
Adjustment to Compensation Amount, Equity Awards 53,423 (86,213) 40,642
PEO | Mr. Culbreth [Member] | Additions for Various Reasons [Member]      
Pay vs Performance Disclosure      
Adjustment to Compensation Amount, Equity Awards 78,549 508,340 18,559
PEO | Mr. Culbreth [Member] | Equity Awards Granted During the Year, Vested [Member]      
Pay vs Performance Disclosure      
Adjustment to Compensation Amount, Equity Awards 0 0 0
PEO | Mr. Culbreth [Member] | Change in Pension Value [Member]      
Pay vs Performance Disclosure      
Adjustment to Compensation, Amount 0 0 0
PEO | Mr. Culbreth [Member] | Change in Pension Adjustments [Member]      
Pay vs Performance Disclosure      
Adjustment to Compensation, Amount 0 0 0
PEO | Mr. Culbreth [Member] | Total Adjustments [Member]      
Pay vs Performance Disclosure      
Adjustment to Compensation, Amount 569,606 (2,294,793) 1,241,172
PEO | S. Cary Dunston [Member] | Equity Awards Reported Value [Member]      
Pay vs Performance Disclosure      
Adjustment to Compensation, Amount     3,145,717
PEO | S. Cary Dunston [Member] | Equity Awards Granted During the Year, Unvested [Member]      
Pay vs Performance Disclosure      
Adjustment to Compensation Amount, Equity Awards     0
PEO | S. Cary Dunston [Member] | Equity Awards Granted in Prior Years, Unvested [Member]      
Pay vs Performance Disclosure      
Adjustment to Compensation Amount, Equity Awards     0
PEO | S. Cary Dunston [Member] | Equity Awards Granted in Prior Years, Vested [Member]      
Pay vs Performance Disclosure      
Adjustment to Compensation Amount, Equity Awards     465,637
PEO | S. Cary Dunston [Member] | Additions for Various Reasons [Member]      
Pay vs Performance Disclosure      
Adjustment to Compensation Amount, Equity Awards     1,399,329
PEO | S. Cary Dunston [Member] | Equity Awards Granted During the Year, Vested [Member]      
Pay vs Performance Disclosure      
Adjustment to Compensation Amount, Equity Awards     107,475
PEO | S. Cary Dunston [Member] | Change in Pension Value [Member]      
Pay vs Performance Disclosure      
Adjustment to Compensation, Amount     15,471
PEO | S. Cary Dunston [Member] | Change in Pension Adjustments [Member]      
Pay vs Performance Disclosure      
Adjustment to Compensation, Amount     15,471
PEO | S. Cary Dunston [Member] | Total Adjustments [Member]      
Pay vs Performance Disclosure      
Adjustment to Compensation, Amount     (4,186,884)
Non-PEO NEO | Equity Awards Reported Value [Member]      
Pay vs Performance Disclosure      
Adjustment to Compensation, Amount 526,545 316,198 442,448
Non-PEO NEO | Equity Awards Granted During the Year, Unvested [Member]      
Pay vs Performance Disclosure      
Adjustment to Compensation Amount, Equity Awards 682,136 226,332 557,225
Non-PEO NEO | Equity Awards Granted in Prior Years, Unvested [Member]      
Pay vs Performance Disclosure      
Adjustment to Compensation Amount, Equity Awards 24,916 (424,966) 134,023
Non-PEO NEO | Equity Awards Granted in Prior Years, Vested [Member]      
Pay vs Performance Disclosure      
Adjustment to Compensation Amount, Equity Awards 11,891 (22,288) 17,756
Non-PEO NEO | Additions for Various Reasons [Member]      
Pay vs Performance Disclosure      
Adjustment to Compensation Amount, Equity Awards 16,704 159,269 3,599
Non-PEO NEO | Equity Awards Granted During the Year, Vested [Member]      
Pay vs Performance Disclosure      
Adjustment to Compensation Amount, Equity Awards 0 0 0
Non-PEO NEO | Change in Pension Value [Member]      
Pay vs Performance Disclosure      
Adjustment to Compensation, Amount 0 0 5,686
Non-PEO NEO | Change in Pension Adjustments [Member]      
Pay vs Performance Disclosure      
Adjustment to Compensation, Amount 0 0 5,686
Non-PEO NEO | Total Adjustments [Member]      
Pay vs Performance Disclosure      
Adjustment to Compensation, Amount $ 175,694 $ (696,389) $ 262,957