Robert Olander
Alto IngredientsAbout Robert Olander
Robert R. Olander is Alto Ingredients’ Chief Financial Officer, serving since August 2023; he previously served as Vice President, Corporate Controller from August 2015 and has been employed by the company since March 2007 . He is 47 years old as of April 28, 2025, holds a B.S. in Business Administration from Midland University, and is a Certified Public Accountant . Alto’s executive annual cash incentive plan ties payouts to Adjusted EBITDA, and the long-term performance equity program uses Adjusted EBITDA ROA; the company did not meet the 2024 Adjusted EBITDA ROA threshold, resulting in no 2024 performance equity payout for NEOs including Olander . Company performance during Olander’s tenure has improved through 2025: Q1 Net Sales $226.5M and Adjusted EBITDA $(4.4)M, Q2 Net Sales $— and Adjusted EBITDA $(0.2)M, and Q3 Net Sales $241.0M and Adjusted EBITDA $21.4M, evidencing a rebound in profitability year-to-date .
Past Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| Alto Ingredients | Chief Financial Officer | Aug 2023–present | Executive financial leadership during sustainability and export initiatives |
| Alto Ingredients | VP, Corporate Controller | Aug 2015–Aug 2023 | Oversaw corporate accounting and controls |
| Alto Ingredients | Management roles | Mar 2007–Aug 2015 | Progressive finance leadership |
| Hampton Distribution Companies | Controller & Business Manager | — | Controllership and business management |
| James Marta & Company | Supervised audit & consulting | — | Audit leadership |
| Deloitte & Touche | Audit & assurance (clients incl. ConAgra, Berkshire Hathaway, Union Pacific) | — | Big Four audit background |
External Roles
No public-company directorships or committee roles for Olander are disclosed in the reviewed proxy statements .
Fixed Compensation
| Metric | 2022 | 2023 | 2024 |
|---|---|---|---|
| Salary ($) | $261,220 | $292,843 | $354,231 |
| All Other Compensation ($) | $21,400 | $21,387 | $22,500 |
| Current Base Salary Rate | — | — | $363,000 (effective Mar 25, 2024) |
| Base Salary Rate (as of Apr 6, 2025) | — | — | $370,260 |
Performance Compensation
Annual Cash Incentive (Adjusted EBITDA-based)
| Year | Metric | Target % of Salary | Target $ | Actual Payout ($) | Notes |
|---|---|---|---|---|---|
| 2022 | Adjusted EBITDA | 30.0% | — | $23,625 | STI based on performance criteria set by Compensation Committee |
| 2023 | Adjusted EBITDA | 37.1% | $120,735 | $27,974 | Target prorated due to CFO transition |
| 2024 | Adjusted EBITDA | 60.0% | $217,800 | $43,560 | Policy includes caps and broad performance ranges; clawback applies |
Long-Term Equity Incentives – Time-based Restricted Stock
| Grant | Shares Unvested (12/31/2024) | Vesting Schedule | Notes |
|---|---|---|---|
| 3/30/2022 RS | 4,663 | Vested 4/1/2025 | Granted under 2016 Plan |
| 3/31/2023 RS | 25,125 | 33% 4/1/2024; 33% 4/1/2025; 34% 4/1/2026 | Granted under 2016 Plan |
| 9/17/2023 RS | 39,195 | 33% 4/1/2024; 33% 4/1/2025; 34% 4/1/2026 | Granted under 2016 Plan |
Note: No options were exercised in 2023; equity grants are primarily restricted stock, not options . The plan uses the 2016 Stock Incentive Plan; the equity plan had 4,149,991 shares remaining available as of 12/31/2024 .
Long-Term Equity Incentives – Performance-based (Adjusted EBITDA ROA)
| Award Year | Shares at Threshold | Shares at Target | Shares at Maximum | Earned 2024 Portion | Time-based Vesting |
|---|---|---|---|---|---|
| 2024 Award (granted 3/20/2024) | 13,830 | 27,660 | 55,320 | 0 (threshold not achieved) | Earned shares vest in early 2027 subject to service |
| 2025 Award (granted 3/31/2025) | 11,100 | 55,500 | 111,000 | N/A (performance years 2025–2027) | Earned shares vest in early 2028 subject to service |
Grant date fair value for 3/31/2025 restricted stock grants to Olander was $63,270; vesting 33% on 4/1/2026, 33% on 4/1/2027, and 34% on 4/1/2028 .
Equity Ownership & Alignment
Beneficial Ownership
| As of Date | Shares Beneficially Owned | Percent of Class |
|---|---|---|
| April 22, 2024 | 152,313 | <1% (“* Less than 1.00%”) |
| April 28, 2025 | 258,428 | <1% (“* Less than 1.00%”) |
- Holding requirement: executives must hold 100% of net shares acquired from vesting/exercises for a minimum of 12 months or until termination, mitigating near-term selling pressure .
- Outstanding unvested awards at 12/31/2024 for Olander include 4,663 (2022 grant), 25,125 (3/31/2023 grant), 39,195 (9/17/2023 grant), and a performance-based tranche of 13,830 threshold shares (not earned for 2024) .
Employment Terms
| Trigger | Cash Severance | STI Severance | Benefits Continuation | Equity Acceleration |
|---|---|---|---|---|
| Qualifying termination (without cause or for good reason) | 12 months base salary | 100% of total target STI | 12 months of company-paid health premiums (ceases upon new coverage) | Accelerated vesting of 25% of unvested equity awards granted prior to termination |
| Change-in-control + qualifying termination (anticipation of or within 24 months) | 24 months base salary | 200% of total target STI | 12 months of company-paid health premiums (ceases upon new coverage) | Accelerated vesting of 100% of unvested equity awards granted prior to termination |
| Current base salary rate | $370,260 (2% merit increase effective Apr 6, 2025) | STI target 60% of base salary | — | — |
Illustrative severance valuation (as of 12/29/2023) for Olander: Change in Control total $1,360,877 (Salary+Bonus $1,040,000; Benefits $29,143; Equity acceleration $291,734); Qualifying Termination total $607,507 (Salary+Bonus $520,000; Benefits $14,573; Equity acceleration $72,934) .
- Clawback policy: instituted March 29, 2018, applies to cash and equity incentive compensation awarded or paid after that date .
Performance & Track Record
- Corporate achievements during his finance leadership tenure include obtaining ISCC certification to enable European exports and advancing sustainability initiatives (Scope 1/2 verification, sustainability reporting, EcoVadis Bronze medal in 2024) .
- Compensation Committee noted Olander’s 2024 total actual direct compensation declined ~11% year over year, primarily due to lower stock award value driven by a higher price floor ($3.00 vs. $2.00) and an additional 2023 grant upon elevation to CFO .
Compensation Structure Analysis
- Year-over-year: Target total direct compensation increased 43.4% in 2024 vs. 2023 as CFO, with higher STI target (60% vs. 37.1%) and increased LTI target percent of salary (91.7% vs. 59.0%) . Actual 2024 total compensation was lower than 2023 due to stock award valuation mechanics and elevation grant timing in 2023 .
- Mix shift: Emphasis on equity-based compensation (restricted stock and performance-based RS) over options; no options exercised in 2023 and plan disclosures show equity grants primarily as RS under the 2016 Plan .
- Metrics: STI metric is Adjusted EBITDA; LTI performance metric is Adjusted EBITDA ROA with threshold/target/maximum levels and straight-line payouts; 2024 threshold was not achieved, resulting in no 2024 performance equity payout .
- Risk mitigants: 12-month net share holding requirement, caps on STI, broad performance ranges to reduce timing risk, and clawback policy .
Investment Implications
- Alignment: Pay-for-performance structure links both cash and equity to profitability metrics (Adjusted EBITDA/Adjusted EBITDA ROA); the zero payout on 2024 performance equity supports alignment amid a challenging period .
- Retention: Employment agreement provides meaningful severance (12 months + 100% STI) and robust change-in-control protection (24 months + 200% STI, full acceleration), reducing near-term departure risk but increasing potential deal-related costs for shareholders .
- Ownership and selling pressure: Beneficial ownership rose to 258,428 shares by April 2025; with multiple tranches vesting through 2026–2028 and a 12-month net share holding requirement, near-term selling pressure is moderated, but multi-year vestings could add medium-term supply depending on performance outcomes .
- Execution focus: With corporate initiatives expanding exports and sustainability credentials, and improving Adjusted EBITDA by Q3 2025, continued delivery on profitability will drive incentive realization and support compensation alignment, while equity-heavy awards maintain long-term orientation .