Katherine English
About Katherine R. English
Katherine R. English (age 60) has served as an independent director of Alico, Inc. since August 2020. She is a Partner at Pavese Law Firm (since January 2000), focusing on agriculture and environmental/land-use law, and a Limited Partner at English Family Limited Partnership, a family farm in Alva, Florida (since 1999). She serves on agriculture-related committees and was appointed to the Florida Commission on the Status of Women for a 2023–2025 term; she is a graduate of the Wedgworth Leadership Institute for Agriculture and Natural Resources and holds a B.A. (University of Florida) and J.D. (Mercer University) .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Pavese Law Firm | Partner (Ag, environmental, land-use law) | Jan 2000–present | Advises legacy agricultural businesses on entitlements; focus on farming, conservation, development |
| English Family Limited Partnership | Limited Partner | 1999–present | Family farm in Alva, FL; agricultural operations |
External Roles
| Organization | Role | Tenure | Notes |
|---|---|---|---|
| Florida Commission on the Status of Women | Appointee | 2023–2025 | Appointed by Florida Commissioner of Agriculture |
| Agricultural/environmental committees | Member | Various | Committee service supporting agriculture, education, environmental policy |
| Public-company boards (past 5 years) | — | — | None disclosed |
Board Governance
- Committee assignments and chair roles:
- Nominating and Governance Committee: Chairperson; 4 members; met twice in FY2024; all members independent .
- Compensation Committee: Member; 3 members; met once in FY2024; Semler Brossy acts as compensation consultant; no interlocks; all members independent .
- Sustainability and Corporate Responsibility Committee: Member; 3 members; met once in FY2024; all members independent .
- Audit Committee: Not a member .
- Independence: The Board determined Ms. English is “independent” under Nasdaq rules; the Board maintains separate meetings for independent directors at least twice annually and met this requirement in FY2024 .
- Attendance/engagement: The Board met five times in FY2024; each director attended at least 75% of aggregate Board and committee meetings; all members attended the 2024 Annual Meeting (in person or telephonically) .
- Board leadership: Independent Chairman to transition from George R. Brokaw to Adam H. Putnam after the 2025 Annual Meeting, continuing separation of Chair and CEO roles .
Fixed Compensation
| Component | FY2024 Amount | Notes |
|---|---|---|
| Annual cash retainer | $75,000 | Standard non-employee director retainer; paid quarterly |
| Committee chair fee (Nominating & Governance) | $5,000 | Audit Chair receives $10,000; Board Chair $50,000 (waived by Mr. Brokaw) |
| Meeting fees | $0 | No per-meeting fees |
| Reimbursements | Provided | Travel/education costs reimbursed per policy |
2024 Director compensation (Company table):
| Name | Fees Earned or Paid in Cash ($) | Stock Awards ($) | Total ($) |
|---|---|---|---|
| Katherine R. English | 80,000 | — | 80,000 |
Directors may elect to receive shares in lieu of cash; footnote states 18,188 shares were granted in lieu of cash fees to each director in 2024, with all awards vested upon grant; no stock options outstanding for directors .
Performance Compensation
- Non-employee director pay is retainer-based; no disclosed performance-based metrics, RSUs/PSUs, or options for directors in FY2024; directors can elect equity in lieu of cash (vested on grant) .
- Company equity plan (Amended 2015 Plan) authorizes awards to directors/officers/employees/consultants, including options, SARs, restricted stock, RSUs, and performance units; aggregate share reserve up to 1,250,000 (1,084,412 remaining proposed), term extended through December 17, 2035 if approved; includes individual annual award limits retained post-TCJA for governance .
Other Directorships & Interlocks
| Topic | Detail |
|---|---|
| Other public company boards | None disclosed for Ms. English in past five years |
| Compensation Committee interlocks | None; no member is/was an officer; no interlocking relationships; independent status affirmed |
Expertise & Qualifications
- Domain expertise: Agriculture industry, environmental science/policy/regulation; strategic planning; corporate governance; human capital/compensation; government/public policy; business ethics (per Board skills matrix and biography) .
- Legal credentials: J.D., seasoned practitioner in land-use entitlements for agricultural operations .
Equity Ownership
| Holder | Beneficial Shares | % of Outstanding | Shares Outstanding (Record Date) |
|---|---|---|---|
| Katherine R. English | 11,215 | <1% | 7,636,160 |
- Stock ownership guidelines: Directors must own Alico common stock with market value (or cost, if higher) ≥$200,000 within 3 years; all directors met the requirement throughout FY2024 .
- Anti-hedging: Directors, officers, employees (and controlled entities) are prohibited from hedging transactions (e.g., prepaid forwards, swaps, collars, exchange funds) .
- Pledging: No pledging disclosures identified for directors; RS/RSU pledge restrictions apply under plan terms; restricted stock may not be sold/pledged during restriction period .
Based on the January 3, 2025 closing price of $26.33, Ms. English’s 11,215 shares had an approximate market value of ~$295k, supporting compliance with the $200k director ownership guideline .
Governance Assessment
- Strengths:
- Independent director with deeply relevant agriculture and environmental policy expertise; chairs Nominating & Governance, indicating trust in oversight and refreshment processes .
- Clear independence designation under Nasdaq rules; no interlocks; independent-only sessions held as required; steady committee engagement with disclosed meeting frequencies .
- Ownership alignment via director stock purchase policy; anti-hedging safeguards; ability to elect equity in lieu of cash to enhance alignment .
- Watch items / RED FLAGS:
- None disclosed specific to Ms. English. No related-party transactions involving Ms. English noted; CEO-related land transaction was approved by independent directors via policy; continue monitoring for any engagements involving Pavese Law Firm or English Family Limited Partnership with Alico (none disclosed) .
- Director stock awards footnote (18,188 shares granted in lieu of cash) appears inconsistent with $0 stock awards in the FY2024 director compensation table; clarify treatment/labeling in future disclosures .
Overall, Ms. English exhibits governance credibility through independence, committee leadership (Nominating Chair), and relevant industry/legal expertise. Her equity ownership aligns with Company policy, and attendance/committee activity supports board effectiveness .