WILLIAM L. JORDAN - Corporate Board Profile

ROCKY BRANDS, INC.

Filing Date	Source Excerpt
2018-04-16	William L. Jordan has served as Executive Vice President and Chief Administrative Officer of DSW, Inc. since February 2015. DSW is a leading branded footwear and accessories retailer headquartered in Columbus, Ohio, which offers a wide selection of brand name and designer shoes and accessories for women, men and kids. In his current position, Mr. Jordan serves on DSW’s six person executive committee and his direct responsibilities include strategy, supply chain, logistics, human resources, real estate, store design and construction, and legal. He joined DSW in January 2006 as Vice President & General Counsel and was promoted to Senior Vice President in March 2006. He was then promoted to Executive Vice President and General Counsel of DSW in March 2009. Mr. Jordan’s experience in the retail footwear and accessories industry qualify him to serve as a member of the Board of Directors. The members of the Audit Committee are Messrs. Corlett (Chairman), Haning, and Jordan. At its meeting on May 18, 2017, the Board of Directors appointed Mr. Jordan to the Audit Committee, replacing Harley E. Rouda, Jr. The Board of Directors has determined that each of Messrs. Corlett, Haning, Jordan and Rouda are independent as independence is defined in Marketplace Rule 5605(a)(2) and Rule 10A-3(b)(1) of the Securities Exchange Act of 1934, as amended, and that the Audit Committee meets the composition requirements of Marketplace Rule 5605(c)(2). During 2017, the Company compensated each non-employee director as follows: An annual retainer of $70,000, payable by the issuance of shares valued at $7,000 on the first day of each quarter (valued at the last closing price prior to such date), which shares are fully vested at issuance but restricted as to sale until December 31, and the balance of $42,000 payable in cash quarterly (Mr. M. Brooks receives the entirety of his annual retainer of $70,000 in cash payable quarterly); The table below shows the compensation earned by the Company’s directors during fiscal year 2017: William L. Jordan Fees earned or paid in cash ($) 31,500 Stock Awards ($) 21,000 Option Awards ($) 4,140 Total ($) 56,640.
2019-04-18	William L. Jordan 47 2017 2020 Class II Audit Director ... William L. Jordan 42,000 28,000 22,442 92,442 ...
2020-05-14	William L. Jordan 48 2017 2020 Class II (nominee) Audit Director During 2019, the Company compensated each non-employee director as follows: William L. Jordan Fees earned or paid in cash ($): 45,000 Stock Awards ($): 30,000 Options Awards ($): 29,527 Total ($): 104,527
2021-04-21	William L. Jordan 49 2017 2022 Class II Audit Director
2022-04-20	William L. Jordan 50 2017 2022 Class II (nominee) Audit and Compensation (Chair) Director ...During 2021, the Company compensated each non-employee director as follows:...William L. Jordan Fees earned or paid in cash ($): 48,000 Stock Awards ($): 32,000 Options Awards ($): 29,544 Total ($): 109,544
2023-04-28	William L. Jordan 51 2017 2024 Class II Audit and Compensation (Chair) Director During 2022, the Company compensated each non-employee director as follows: An annual retainer of $80,000 for service on the Board of Directors, payable by the issuance of shares valued at $8,000 on the first day of each quarter (valued at the last closing price prior to such date), which shares are fully vested at issuance, and the balance of $48,000 payable in cash quarterly; The table below shows the compensation earned by the Company’s directors during fiscal year 2022: Name Fees earned or paid in cash ($) Stock Awards ($) Options Awards ($) Total ($) William L. Jordan 57,000 32,000 42,797 131,797
2024-04-29	William L. Jordan 52 2017 2024 Class II (nominee) Audit and Compensation (Chair) Director