Ennis, Inc. reported that Michael Schaefer, a member of the company’s Board of Directors and current chair of the Audit Committee, will not be nominated for re-election at the annual shareholders meeting in July. This decision follows Mr. Schaefer's filing of a Form 144 on April 25, 2025, announcing his intention to sell 30,000 shares of the company’s common stock due to personal family circumstances.
The company stated that Mr. Schaefer's unilateral decision to sell his shares in small lots over several days effectively prevented Ennis from pursuing share repurchases at an advantageous time. Ennis determined it could not conduct buybacks while Mr. Schaefer was selling without creating an appearance of attempting to raise the stock price to his benefit.
Mr. Schaefer declined to explore other options to address his personal circumstances and also declined to tender his resignation per the company’s corporate governance guidelines. Consequently, the nominating and governance committee decided not to recommend him for re-election. Wally Gruenes, a former National Managing Partner at Grant Thornton, is expected to be presented for election to the Board and succeed Mr. Schaefer as Audit Committee chair.
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