SAVERS VALUE VILLAGE INC (SVV)
Sector: Consumer Discretionary
2026 Annual Meeting Analysis
SAVERS VALUE VILLAGE INC · Meeting: June 10, 2026
Directors FOR
1
Directors AGAINST
2
Say on Pay
AGAINST
Auditor
FOR
Director Elections
Election of Class III Directors
Against Analysis
Ms. Konold has served since July 2021, meaning her tenure fully overlaps the period in which SVV's stock fell roughly 62% while the company's compensation peer group gained about 18% on average — a gap of 80 percentage points that far exceeds the 20-point threshold required to trigger a no vote; the 5-year record does not rescue the result because SVV still trails peers by 31 percentage points over that longer window as well.
Ms. Pipes has served since July 2021, with her full tenure overlapping the same severe underperformance period as Ms. Konold; additionally, she sits on three other public company boards (AECOM, ExlService Holdings, and Public Storage) for a total of four public board seats, which is at the maximum threshold under the policy; the combination of sustained stock underperformance during her tenure and a near-overboarding situation supports an against vote.
For Analysis
Mr. Ames joined the board in August 2025, less than 12 months before this meeting, which is well within the 24-month new-director exemption under the policy; he cannot reasonably be held accountable for underperformance that occurred before his appointment, and his background in consumer technology, growth strategy, and venture investing brings relevant skills to the board.
Two of the three Class III nominees — Konold and Pipes, both directors since July 2021 — are subject to an against vote because SVV's stock has fallen roughly 62% over three years while its compensation peer group gained about 18%, a gap of 80 percentage points that far exceeds the 20-point trigger threshold for companies with negative absolute returns; the 5-year record provides no relief as peers still outperform by 31 points over that window. The third nominee, Brian Ames, is exempt as a director appointed fewer than 24 months ago.
Say on Pay
✗ AGAINSTCEO
Mark Walsh
Total Comp
$5,841,659
Prior Support
99%%
SVV's CEO received $5.84 million in total compensation in fiscal 2025, and while the pay level itself may be defensible for a $1.4 billion retail company, the pay-for-performance alignment test fails badly: the stock has lost roughly 62% over three years while the compensation peer group gained about 18% on average, yet executives received above-target incentive pay (75% of bonus target was paid despite Adjusted EBITDA coming in below the prior year). Making matters worse, all equity grants in fiscal 2025 were time-based only — stock options and restricted stock units that vest on a schedule regardless of whether the stock price recovers — meaning there are no meaningful performance hurdles attached to the largest part of executive pay, effectively converting variable compensation into fixed pay in disguise. The prior say-on-pay vote received 99% support, so there is no prior-year remediation obligation, but the structural deficiencies in the program and the persistent disconnect between executive rewards and shareholder outcomes independently support a no vote.
Auditor Ratification
✓ FORAuditor
KPMG LLP
Tenure
23 yrs
Audit Fees
$2,934,446
Non-Audit Fees
$540,746
KPMG's non-audit fees (tax fees of $480,746 plus other fees of $60,000, totaling $540,746) represent about 18% of audit fees of $2,934,446, well below the 50% threshold that would raise independence concerns; KPMG has served since 2003 (approximately 23 years), which is below the 25-year tenure threshold that would trigger a no vote; KPMG is a Big 4 firm appropriate for a $1.4 billion market-cap company.
Overall Assessment
The 2026 SVV annual meeting presents a challenging ballot for shareholders: two of three director nominees warrant against votes due to SVV's severe stock underperformance (-62% over three years versus a peer group that gained 18%), and the say-on-pay proposal warrants an against vote because incentive compensation is not meaningfully tied to performance conditions and executives received bonuses while shareholders suffered significant losses. The auditor ratification is straightforward and warrants support, as KPMG's fees and tenure both fall within acceptable ranges.
Compensation Peer Group
14 companies disclosed in 2026 proxy filing