J. Todd Munsey
About J. Todd Munsey
J. Todd Munsey, age 43, is Executive Vice President and Chief Financial Officer of Alpha Metallurgical Resources (AMR) since August 2022. He is a CPA (North Carolina) with a B.S. in Accounting from Milligan College and an M.S. in Taxation from Virginia Tech’s Pamplin College of Business, and previously led tax, reporting, and controller functions at Alpha and Predecessor Alpha after starting his career at PwC . Company performance metrics used to align pay include Adjusted EBITDA, cost discipline, safety (NFDL), environmental compliance, and relative TSR; AMR reported Adjusted EBITDA of $408 million in 2024, with cumulative TSR rising dramatically from 2020–2024 per the company’s pay-versus-performance disclosures .
Past Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| Alpha Metallurgical Resources | EVP & CFO | Aug 2022–present | Financial leadership through commodity cycle; alignment of incentives with EBITDA, cost, safety, ESG . |
| Alpha Metallurgical Resources | SVP & Controller | Aug 2016–Aug 2022 | Strengthened controllership and reporting; supported transition to current capital structure . |
| Predecessor Alpha | SVP – Tax & External Reporting | Dec 2015–Jul 2016 | Led tax and external reporting; supported compliance and financial disclosures . |
| Predecessor Alpha | VP – Tax & External Reporting | Apr 2015–Dec 2015 | Oversaw tax and reporting processes . |
| Predecessor Alpha | Tax & Accounting Roles | Jul 2007–Apr 2015 | Progressive tax/accounting responsibilities supporting operations . |
| PricewaterhouseCoopers | Senior Tax Analyst | Aug 2004–Jul 2007 | Advised on tax matters; built foundational technical skills . |
External Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| None disclosed in company filings | — | — | No current public company directorships or external governance roles disclosed . |
Fixed Compensation
Multi-year compensation (Summary Compensation Table):
| Metric (USD) | FY 2022 | FY 2023 | FY 2024 |
|---|---|---|---|
| Salary | $366,635 | $461,923 | $500,000 |
| Bonus (time-vested cash awards; discretionary items per footnote) | $335,707 | $162,544 | $147,837 |
| Stock Awards (grant-date fair value) | $57,882 | $1,144,777 | $1,153,723 |
| Non-Equity Incentive Plan Compensation (AIB payout and cash-performance components) | $552,500 | $775,506 | $662,344 |
| All Other Compensation | $17,287 | $15,365 | $14,104 |
| Total | $1,354,813 | $2,600,492 | $2,478,008 |
Notes:
- 2024 bonus reflects vesting tranches from Jan 29, 2021 and Jan 25, 2022 time-vested cash awards ($70,000 and $77,837) .
- 2022 bonus includes $250,000 discretionary bonus paid Feb 24, 2023 and $1,000 pre-NEO discretionary bonus; plus vesting tranches of earlier cash awards .
2025 Employment Agreement (effective Jan 31, 2025): Base salary $550,000 with automatic 5% annual increases; target bonus 100% of base (max 200%); LTIP target 200% of base .
Performance Compensation
Annual Incentive Bonus (AIB) – 2024 metrics, weights, targets, performance, payout
| Metric | Weight | Threshold (50%) | Target (100%) | Max (200%) | Actual Performance | Payout (% of Target) | Aggregate Target Bonus % Earned |
|---|---|---|---|---|---|---|---|
| AIB EBITDA | 35% | $400.9M | $572.7M | $744.5M | $435.27M | 60% | 21.00% |
| Cost of Coal Sales per Ton – Met | 35% | $117.41 | $109.73 | $102.05 | $109.53 | 102.60% | 35.91% |
| Safety – NFDL | 20% | 1.44 | 1.29 | 1.05 | 1.21 | 133.4% | 26.67% |
| Environmental Compliance | 10% | 107 | 93 | 81 | 41 | 200% | 20.00% |
| Total | 100% | — | — | — | — | — | 103.58% |
AIB payout for Munsey: 2024 target $500,000; actual AIB payout $517,900 (90% paid Dec 13, 2024; remainder paid Feb 28, 2025) .
Long-Term Incentive Awards (structure and grants)
- Design: 50/50 RSUs (three-year ratable) and PSUs (three-year cliff) with performance metrics: relative TSR, safety, and production .
- 2024 grants: RSUs 1,351 shares; PSUs 1,351 shares; RSU/PSU safety-production grant-date FV $400.93/share; rTSR PSUs FV $531.08/share; PSUs max grant-date value $1,224,135 .
- 2023 grants: RSUs 2,005 shares; PSUs 3,008 shares; RSU/PSU safety-production FV $171.07/share; rTSR PSUs FV $267.18/share; PSUs max grant-date value $1,260,398 .
- 2022: PSUs were granted to NEOs excluding Munsey; Munsey received a performance-based cash award rTSR component with grant-date FV $0.6197; safety/production components paid if earned at period end .
| Year | RSUs (#) | PSUs (#) | RSU FV/Share ($) | PSU FV/Share – Safety/Production ($) | PSU FV/Share – rTSR ($) | PSUs Max Grant-Date Value ($) |
|---|---|---|---|---|---|---|
| 2024 | 1,351 | 1,351 | $400.93 | $400.93 | $531.08 | $1,224,135 |
| 2023 | 2,005 | 3,008 | $171.07 | $171.07 | $267.18 | $1,260,398 |
| 2022 | — | Cash rTSR award | — | — | $0.6197 | — |
2021–2023 PSU performance outcome: total weighted payout 148.78% driven by rTSR at 200% of target; safety averaged 179.17% (weighted 53.75%); certain production metrics below threshold .
Equity Ownership & Alignment
Beneficial Ownership (as of March 10, 2025)
| Holder | Shares Owned | Right to Acquire (≤60 days) | Total | % Outstanding |
|---|---|---|---|---|
| J. Todd Munsey | 2,135 | — | 2,135 | <1% |
Stock ownership guidelines: Executives (excluding CEO) must hold 3x base salary in AMR stock within a 5-year transition period; NEOs are in compliance or on track; guidelines apply to executive officers and directors . Hedging/pledging is prohibited (no margin accounts or pledging) under the insider trading policy .
Outstanding Equity Awards at FY 2024 Year-End (Munsey)
| Grant Date | Unvested RSUs (#) | Market Value ($) | Unearned PSUs (#) | Market/Payout Value ($) |
|---|---|---|---|---|
| 1/25/2022 | — | — | rTSR cash component (value) — | $173,946 |
| 1/25/2023 | 2,005 | $405,130 | 3,008 | $607,796 |
| 1/24/2024 | 1,351 | $270,362 | 1,351 | $270,362 |
Notes:
- Market values computed at $200.12 closing price on Dec 31, 2024, plus dividend equivalents .
- 1/25/2022 RSU remaining tranche vested on 1/25/2025 .
- No outstanding options, warrants, or rights; all options previously vested by March 7, 2020 .
Stock Vesting and Realized Value (2024)
| Name | Shares Acquired on Vesting (#) | Value Realized on Vesting ($) |
|---|---|---|
| J. Todd Munsey | 1,003 | $560,464 |
Note: Value includes rTSR cash award payout from Jan 29, 2021 grant ($168,000, adjusted for 200% performance, paid Jan 29, 2024) .
Nonqualified Deferred Compensation (2024)
| Name | Exec Contributions ($) | Company Contributions ($) | Aggregate Earnings ($) | Withdrawals ($) | Aggregate Balance ($) |
|---|---|---|---|---|---|
| J. Todd Munsey | — | — | $6,564 | — | $133,592 |
Company made no contributions to the plan in 2024 .
Employment Terms
Key terms of Employment Agreement (effective Jan 31, 2025) and related severance/CIC economics:
- Term: Through Jan 31, 2028; auto-renews for 1-year terms unless either party gives ≥90 days’ notice before term end .
- Base Salary: $550,000; automatic 5% increase each Jan 1 during the term .
- Annual Bonus (AIB): Target 100% of base; max 200%; based on performance criteria set by Compensation Committee .
- LTIP Participation: Target grant value 200% of base per LTIP terms .
Severance (without cause / good reason; non-CIC):
- Cash: 1.5x base + 1.5x target bonus + prorated current-year target bonus (lump sum or structured per 409A) .
- Equity/Cash LTI: Time-based awards fully vest; performance awards pro-rated for service and settle at target; options remain exercisable until earlier of original expiry or 1 year post-termination .
- Continuation Benefits: COBRA health/dental and life insurance reimbursement until age 65, eligibility under another employer plan, or 18 months, whichever earliest .
Change in Control (double-trigger: within 90 days before or 12 months after CIC, without cause / good reason):
- Cash: 2x base + 2x target bonus + prorated current-year target bonus (lump sum) .
- Equity/Cash LTI: Same acceleration rules as above (time-based full vest; performance pro-rated and settle at target; options exercisable ≤1 year) .
- Continuation Benefits: As above .
- 280G “best-net” cutback: Payments reduced to avoid excise tax if that yields better net after-tax outcome; no tax gross-up .
Restrictive covenants and policies:
- Non-compete: 2 years post-termination; broad scope across AMR operating jurisdictions .
- Non-solicit and non-interference: 2 years .
- Clawback: Incentive comp subject to clawback to comply with Dodd-Frank and listing standards; agreement auto-amends to ensure compliance .
- No hedging/pledging; insider trading policy governs transactions; policy filed with Annual Report .
KESP transition:
- Prior participation in Key Employee Separation Plan terminated; Employment Agreements provide similar severance/CIC benefits; no excise tax gross-ups; “best net” treatment retained .
Compensation Committee Analysis
- Committee members: Daniel D. Smith (Chair), Kenneth S. Courtis, Michael Gorzynski; all independent; CD&A reviewed and included in Proxy .
- Peer group refreshed in 2024; pay benchmarked near/above peer median; peers include Arch Resources, Peabody, Warrior Met Coal, ATI, Kaiser Aluminum, CONSOL, etc. .
- Pay mix: Majority at-risk; most compensation subject to short- and long-term performance objectives .
Investment Implications
- Pay-for-performance alignment: AIB metrics heavily weighted to cost discipline and safety; 2024 bonuses paid at 103.58% of target, reflecting balanced operational and financial outcomes; long-term PSUs reward rTSR and safety/production, with strong 2021–2023 rTSR performance (200% of target) indicating robust shareholder value creation during the period .
- Retention and stability: New employment agreement locks terms through 2028 with automatic annual 5% salary increases; double-trigger CIC protection and structured acceleration reduce retention risk for the CFO during strategic events .
- Insider selling pressure: 2024 vesting produced $560,464 in realized value and 1,003 shares acquired on vesting, plus cash rTSR payouts; upcoming cliff PSUs and ratable RSUs imply periodic liquidity events, though hedging/pledging prohibitions mitigate misalignment risk .
- Ownership alignment: Direct beneficial ownership is modest (2,135 shares, <1%), but strict 3x salary ownership guidelines, clawbacks, and no-hedging/pledging policies reinforce alignment; compliance is reported as met or on track across NEOs .
- Change-of-control economics: 2x salary and bonus plus full vesting at target (pro-rated) and health continuation benefits create meaningful protection without tax gross-ups, suggesting balanced shareholder-friendly design with “best-net” 280G treatment .