Franklin Covey Co. announced On June 26, 2023, Robert A. Whitman, who currently serves as both Chairman of the Board and Executive Chairman, sent communication to the Board of Directors of Franklin Covey Co. (the Company) suggesting that, consistent with the Chief Executive Officer (CEO) transition framework established by the Board nearly two years ago, and based on the current strength of the Company’s business and operations, and Mr. Walker’s strong and effective leadership since his appointment as the Company’s CEO, he believed it was time for him to transition from serving as both Chairman of the Board and Executive Chairman to serving solely as the Chairman of the Board.

Agreeing with Mr. Whitman’s evaluation, on June 27, 2023, the Board determined that effective September 1, 2023, Robert A. Whitman will no longer serve as Executive Chairman of the Board of Directors, but will continue to serve as Chairman of the Board. Effective July 1, 2023, the Board appointed Paul S. Walker as a member of the Company’s Board of Directors. The Board of Directors believes Mr. Walker’s strong and successful leadership of the Company during his service as CEO combined with his extensive knowledge of the Company’s industry and operations provide him with the necessary skills and relevant abilities to effectively serve on the Board.

Mr. Walker is expected to be appointed to serve on the Company’s Growth and Innovations Committee. Mr. Walker will not receive any additional compensation for his service on the Board, but will continue to receive compensation for his service as Chief Executive Officer. A description of Mr. Walker’s compensation for the fiscal year ended August 31, 2022, may be found under the headings “Compensation Discussion and Analysis” and “Executive Compensation” in the Company’s proxy statement filed with the Commission on December 19, 2022, and is incorporated by reference herein.

Mr. Walker is being appointed for a term of service scheduled to expire at the annual meeting of shareholders to be held following the end of fiscal 2023.