John A. Roush
ADVANCED ENERGY INDUSTRIESAbout John A. Roush
John A. Roush, age 59, is an independent director of Advanced Energy Industries (AEIS), serving on the board since 2016. He is currently CEO and a director of Pine Environmental, LLC, and brings prior experience as CEO and director of Novanta Inc., an Operating Executive Advisor at ACON Investments, and earlier leadership roles at PerkinElmer, AlliedSignal/Honeywell, McKinsey, GE, and others; his AEIS board committee assignments are Compensation and Nominating, Governance & Sustainability (member) .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Novanta Inc. (NASDAQ: NOVT; formerly GSI Group) | Chief Executive Officer and Director | Dec 2010 – Sep 2016 | Led a global precision photonics company in medical/industrial tech markets |
| ACON S2 Acquisition Corp. (now ESS Tech, Inc., NYSE: GWH) | Chief Financial Officer and Chairman | Sep 2020 – Oct 2021 | SPAC leadership culminating in ESS Tech listing |
| ACON Investments, LLC | Operating Executive Advisor | Jan 2018 – May 2024 | Private equity operating advisor |
| PerkinElmer, Inc. | Corporate officer; several leadership positions | Prior to 2010 | Senior operating roles across diagnostics/research/industrial markets |
| Outboard Marine; AlliedSignal (now Honeywell); McKinsey & Company; General Electric (GE) | Management roles | Prior periods | Strategy/operations/management experience |
External Roles
| Organization | Role | Public/Private | Committees/Notes |
|---|---|---|---|
| Pine Environmental, LLC | Chief Executive Officer and Director | Private | Test equipment/services provider (joined May 2024) |
| LeMaitre Vascular, Inc. (NASDAQ: LMAT) | Director | Public | Audit and Compensation Committees |
| Targan, Inc. (formerly Applied Life Sciences & Systems) | Director | Private | Developing automated vaccine delivery technology |
Board Governance
- Independence: The board determined Roush is independent under Nasdaq rules (all nominees except the CEO were deemed independent) .
- Committee assignments: Compensation Committee (Member); Nominating, Governance & Sustainability (Member) .
- Committee leadership: No chair roles disclosed for Roush .
- Board meeting cadence and attendance: In 2024, the board held 8 meetings and independent directors held 4 executive sessions; each director attended above 75% of board and committee meetings for which they served; all nominees/directors attended the 2024 annual meeting .
- Board leadership structure: Chairman and CEO roles are separated; the Chairman manages board/committee operations and oversight of the CEO .
Fixed Compensation
| Element | 2024 Program Detail | Roush 2024 Actual |
|---|---|---|
| Annual Board Cash Retainer | $60,000 per non-employee director | $60,000 included in Fees Earned |
| Committee Member Retainers | Compensation Committee Member: $10,000; Nominating, Governance & Sustainability Member: $5,000; Audit & Finance Member: $13,000 | $15,000 included in Fees Earned (Comp + NGS membership) |
| Committee Chair Fees | Audit & Finance Chair: $30,000; Compensation Chair: $25,000; NGS Chair: $15,000 | $0 (not a chair) |
| Chairman of the Board Adders | $65,000 cash retainer; $65,000 additional annual equity (value increased by $15,000 in Apr 2024) | N/A (Roush not Chairman) |
| Fees Earned (Cash) | — | $75,000 (board retainer + committee retainers) |
Performance Compensation
| Grant Type | Grant Date | Shares/Units | Grant-Date Price | Grant-Date Fair Value | Vesting | Notes |
|---|---|---|---|---|---|---|
| RSUs (annual director grant) | May 3, 2024 | 2,093 | $97.99 | $205,093 | Vests May 3, 2025 | Directors (including Roush) received 2,093 RSUs; these were the only unvested director awards outstanding at 12/31/2024 |
- Performance metrics: No performance-conditioned metrics disclosed for non-employee director equity; one-year vesting as stated above .
Other Directorships & Interlocks
| Company | Role | Interlock/Conflict Notes |
|---|---|---|
| LeMaitre Vascular, Inc. (LMAT) | Director; Audit and Compensation Committees | Company discloses “no interlocking relationships among our directors” |
| ESS Tech, Inc. (via ACON S2) | Former CFO/Chairman (predecessor SPAC) | Prior role; not a current interlock |
| Private companies (Pine Environmental; Targan) | Current Director/CEO (Pine); Director (Targan) | No related-party transactions requiring disclosure since 1/1/2024 |
Expertise & Qualifications
- Senior leadership (CEO experience), public board experience, technical and global operations expertise, and financial expertise; board cites his senior management leadership across medical and advanced industrial markets and private equity experience as key contributions .
Equity Ownership
| Holder | Shares Beneficially Owned | % Outstanding | Unvested RSUs at 12/31/24 | Hedging/Pledging | Ownership Guidelines |
|---|---|---|---|---|---|
| John A. Roush | 35,725 | <1% (per table notation) | 2,093 (May 3, 2024 grant) | Company prohibits hedging and pledging of company stock | Directors must own ≥5x annual board retainer; 5-year phase-in from Aug 2024; all non-employee directors either comply or are on track |
Governance Assessment
- Independence and attendance: Roush is independent under Nasdaq rules, and all directors attended above 75% of 2024 board/committee meetings; all nominees attended the 2024 annual meeting, supporting engagement expectations .
- Committee influence: As a member of the Compensation and Nominating, Governance & Sustainability Committees, he participates in CEO succession, board evaluations, governance oversight, and director/committee nominations—high-impact governance levers .
- Pay and alignment: 2024 director pay for Roush was balanced between cash ($75,000) and equity (RSUs fair value $205,093), with one-year vesting; robust stock ownership guidelines (5x retainer) and prohibitions on hedging/pledging enhance alignment .
- Related-party and conflicts: Company reports no related-party transactions requiring disclosure since Jan 1, 2024; the proxy also notes no director interlocks, mitigating conflict risks .
- Time-commitment watch: Roush added an external CEO role in May 2024 (Pine Environmental); while the board emphasizes willingness to devote sufficient time to duties and aggregate attendance cleared 75%, continued monitoring of meeting attendance and committee workload is prudent for assurance of ongoing engagement .
No legal proceedings requiring disclosure for directors/officers in the past ten years were reported, reducing regulatory risk signals .