Christopher G. Hutter
About Christopher G. Hutter
Christopher G. Hutter (age 45) is a director of Ascent Industries Co. and Co‑Founder/Manager of UPG Enterprises LLC, with prior service as Ascent’s President & CEO until stepping down in February 2024. He holds a B.S. in Finance from the University of Illinois (cum laude) and an MBA in Finance from Lewis University; he has served on Ascent’s board since 2020. His background spans operations, large‑scale acquisitions, transaction structuring, and integration across industrial segments.
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Ascent Industries Co. | President & Chief Executive Officer | Confirmed Mar 18, 2022; stepped down Feb 10, 2024 | Led early transformation; remained on Board after CEO transition |
| Ascent Industries Co. | Director | Since 2020 | Board nominee; governance qualifications highlighted |
External Roles
| Organization | Role | Tenure | Notes |
|---|---|---|---|
| UPG Enterprises LLC (f/k/a Union Partners) | Co‑Founder & Manager | Since Aug 2014 | Oversees operations and growth across metals/manufacturing/distribution/logistics portfolio |
Board Governance
- Independence: For 2024, the Board identified Henry L. Guy, Aldo J. Mazzaferro, and John P. Schauerman as independent; Hutter was not listed among independent directors.
- Committee memberships (as of Dec 31, 2024): Audit (Guy, Mazzaferro, Schauerman), Compensation & LTI (Guy, Mazzaferro, Schauerman), Corporate Governance (Guy, Mazzaferro, Schauerman). Hutter did not serve on board committees.
- Committee chairs: Compensation & LTI – Guy; Audit – Schauerman; Corporate Governance – Mazzaferro.
- Attendance: Board met 4 times in FY2024; all directors attended ≥75% of Board/committee meetings and attended the 2024 Annual Meeting (virtual).
- 2024 director election votes (context): Hutter received 6,247,105 For, 1,001,293 Against, 6,537 Abstain.
Fixed Compensation
- Non‑employee director retainer (2024–2025 term): $115,000 total (cash + restricted stock); committee chair retainers: Audit $10,000; Compensation $7,500; Corporate Governance $6,000. Minimum $30,000 of retainer paid in restricted stock; up to 100% allowed.
- 2024 Director Compensation (calendar year):
| Name | Fees Paid in Cash | Stock Awards (Grant‑Date Fair Value) | Total |
|---|---|---|---|
| Christopher G. Hutter | $33,764 | $90,930 | $124,694 |
| Shares issued in lieu of cash (2024): Hutter – 9,075 restricted shares; directors were not granted options. |
Performance Compensation
- Former PEO equity outstanding at FY2024 year‑end:
| Metric | Value |
|---|---|
| Unearned Performance Shares (Number) | 150,000 |
| Market/Payout Value (Dec 31, 2024) | $1,677,000 |
| Vesting Metric | 30‑day weighted‑average stock price (VWAP) reaching specified price targets (exact tiers not disclosed for Hutter) |
- Clawback Policy: Company adopted a Rule 10D‑1/Nasdaq 5608‑compliant clawback covering incentive compensation tied wholly or partly to financial reporting measures, applicable to current and former executive officers (including Hutter’s prior PEO awards).
Other Directorships & Interlocks
- Public company boards: No other public company directorships are disclosed for Hutter in ACNT’s 2025 proxy.
- Private/industry roles: Co‑Founder & Manager, UPG Enterprises LLC.
Expertise & Qualifications
- Board‑cited skills: Business building, operational leadership across steel/metals; strategy, operations management, M&A, logistics/warehousing, supply‑chain optimization.
- Education: B.S. Finance (University of Illinois, cum laude); MBA Finance (Lewis University).
Equity Ownership
- Beneficial ownership:
| As‑of Date | Shares Beneficially Owned | % of Outstanding | Direct | Indirect |
|---|---|---|---|---|
| Dec 31, 2024 | 601,232 | 6.0% | 209,233 | 391,999 (revocable trust) |
| Apr 16, 2025 | 601,232 | 5.99% | — | 391,999 (revocable trust) |
- Section 16(a) late filing: Form 4 for Hutter (event date 2/10/2024) filed 3/21/2024.
Say‑on‑Pay & Shareholder Feedback
- 2024 Annual Meeting voting results (reported June 14, 2024):
| Proposal | For | Against | Abstain |
|---|---|---|---|
| Advisory approval of 2023 NEO compensation | 6,412,672 | 828,764 | 13,499 |
| Say‑on‑frequency | 1‑Year: 6,734,232 | 2‑Year: 2,168 | 3‑Year: 457,551 |
Governance Assessment
- Alignment signals: Hutter elected a large equity component for 2024 director compensation ($90,930 stock awards; 9,075 restricted shares), exceeding the minimum equity election and indicating skin‑in‑the‑game; directors were not granted options, reducing risk of option repricing.
- Ownership: Material beneficial stake (~6%), including shares held via revocable trust, supports board/shareholder alignment; no pledging disclosures noted.
- Independence and committees: Hutter was not classified as independent in 2024 and did not serve on key committees (Audit/Compensation/Governance), which centralize oversight among independent directors.
- Attendance: Board met four times in FY2024; all directors met ≥75% attendance and attended the annual meeting, supporting baseline engagement.
- Controls & recourse: Presence of an executive compensation clawback policy covering former executives enhances recourse on pay tied to financial misstatements.
- Related parties: Company disclosed no reportable related‑party transactions since the prior fiscal year, mitigating direct conflict risk; annual questionnaires and Board review are utilized (no formal written policy).
- RED FLAGS: Late Section 16 Form 4 filing (2/10/2024 event; filed 3/21/2024) indicates a minor compliance lapse; independence not yet established for 2024 increases reliance on other independent directors for oversight.
Overall implication: Hutter’s significant equity ownership and heavy equity election in director pay signal alignment, while the lack of independence and committee participation in 2024 suggests governance efficacy rests with independent committee chairs. No related‑party transactions were disclosed, and clawback coverage provides investor protection on prior PEO incentive awards.