Kenneth Courtis
About Kenneth S. Courtis
Kenneth S. Courtis, age 69, has served as an independent director of Alpha Metallurgical Resources since February 2021. He is chair of Starfort Investment Holdings (since 2009), and previously served as vice chair and managing director at Goldman Sachs and chief economist and investment strategist at Deutsche Bank Asia; he holds degrees from Glendon College, Sussex University (MA), an MBA from the European Institute of Business Administration, and a doctorate from Sciences Po, Paris . His board tenure at AMR is 4.3 years as of May 7, 2025 .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Starfort Investment Holdings | Chair | 2009–present | Commodity sector investing leadership |
| Goldman Sachs | Vice Chair & Managing Director | Not disclosed (prior role) | Corporate finance and capital markets expertise |
| Deutsche Bank Asia | Chief Economist & Investment Strategist | Not disclosed (prior role) | Macro strategy and commodities exposure |
External Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| INNOVATE Corp. | Director | 2020–2022 | Not disclosed |
Board Governance
- Committee assignments: Compensation Committee (member), Nominating & Corporate Governance Committee (member). Not a chair of any committee .
- Independence: Board determined all non-management director nominees (including Courtis) are independent under NYSE standards; audit and compensation committee members meet heightened independence requirements .
- Attendance and engagement: Board held 6 meetings in 2024; each director attended at least 75% of board and assigned committee meetings; all then-serving directors attended the 2024 annual stockholder meeting .
- Executive sessions: Non-management directors meet in executive session in connection with each quarterly board meeting; no current Lead Independent Director because the chair (Gorzynski) is independent .
- Committee activity (2024 meetings): Audit (4), Compensation (5), Nominating & Corporate Governance (6), Safety, Health & Environmental (4) .
Fixed Compensation
Director compensation program and Courtis’s 2024 details:
| Item | Structure / Amount | Notes |
|---|---|---|
| Annual cash retainer | $100,000 | Paid quarterly in advance; directors can elect RSUs in lieu |
| Annual equity grant (RSUs) | $125,000 ÷ 20-day VWAP | Granted May 2, 2024; standard grant 380 RSUs at $322.48 FV/share |
| Committee fees (Chair/Member) | Audit $30,000 / $10,000; Compensation $20,000 / $10,000; SHE $15,000 / $5,000; NCG $12,000 / $5,000 | Non-employee chair of board $100,000; LID $50,000 if applicable |
| Vesting & change-in-control terms | Annual RSUs vest day before first anniversary; accelerate on change-in-control or if service ends (not for cause) >6 months into the year; forfeiture for cause |
2024 compensation received by Kenneth S. Courtis:
| Year | Fees Earned/Paid in Cash ($) | Stock Awards ($) | All Other ($) | Total ($) |
|---|---|---|---|---|
| 2024 | 26,781 | 235,088 | — | 261,869 |
Equity grant detail (2024 Compensation Year):
| Grant date | Type | Shares | Fair value per share | Purpose |
|---|---|---|---|---|
| May 2, 2024 | RSUs | 380 | $322.48 | Standard annual equity grant |
| May 2, 2024 | RSUs | 349 | $322.48 | Elected RSUs in lieu of cash retainer/committee fees |
| Total 2024 RSUs | RSUs | 729 | $322.48 | Matches $235,088 aggregate grant-date FV |
Historical comparison:
| Year | Fees ($) | Stock Awards ($) | Non-Equity Compensation ($) | Total ($) |
|---|---|---|---|---|
| 2021 | 77,500 | 99,247 | 20,970 | 197,717 |
| 2024 | 26,781 | 235,088 | — | 261,869 |
- Elections: For the 2024 Compensation Year, Messrs. Gorzynski and Courtis and Ms. Baker de Neufville elected RSUs in lieu of annual cash retainer and committee compensation .
Performance Compensation
- Non-employee directors do not receive performance-based equity (no PSUs) or bonus metrics; director RSUs are time-based only, and the company does not currently grant stock options to directors .
Other Directorships & Interlocks
| Company | Role | Period | Notes |
|---|---|---|---|
| INNOVATE Corp. | Director | 2020–2022 | Historical interlock: both Courtis and current AMR chair Michael Gorzynski served there during 2020–2022 |
- Compensation Committee Interlocks: In 2024 the Compensation Committee comprised Smith (Chair), Courtis, and Gorzynski; no member was an employee, and no interlocking director/officer relationships were disclosed with other entities’ compensation committees .
- Related party transactions: Company states it is not aware of any related person transactions requiring disclosure as of the 2025 proxy date; robust approval/ratification procedures are outlined .
Expertise & Qualifications
- Skills/experience designated by AMR: Financial experience; public company board experience; business development/M&A; capital markets/finance; corporate governance; government relations; natural resources/energy; risk management .
- Independence: Designated independent under NYSE standards .
- Audit committee financial expert designation: Not designated as audit committee financial expert (others are designated) .
Equity Ownership
| As of (Record Date) | Shares Owned | Right to Acquire (within 60 days) | Total Beneficial Ownership | % of Shares Outstanding |
|---|---|---|---|---|
| March 10, 2025 | 623,855 | 729 | 624,584 | 4.8% (13,052,684 shares outstanding) |
- Ownership guidelines: Directors must hold equity equal to ≥5x annual cash retainer within 5 years; as of end-2024, all non-employee directors were compliant or on track .
- Hedging/pledging: Company policy prohibits hedging and pledging, including holding securities in margin accounts .
Governance Assessment
- Alignment and ownership: Courtis has a meaningful stake (4.8% beneficial ownership) and elected RSUs over cash in 2024, signaling stronger alignment with long-term shareholder value .
- Committee workload and independence: Active roles on Compensation and Nominating & Governance committees; board confirms independence and strong use of executive sessions, supporting oversight quality .
- Pay structure: Director pay mix emphasizes equity via RSUs; annual RSUs vest over time and accelerate on change-in-control or qualifying service end, which balances retention with alignment. No options or performance grants to directors, limiting risk of short-term incentive gaming .
- Potential conflicts: Historical shared directorship at INNOVATE with the current AMR chair suggests network ties but no related-party transactions are reported; the company maintains formal related party approval and ratification procedures .
- Investor sentiment: 2023 executive compensation received approximately 96% Say-on-Pay support at the 2024 annual meeting, indicating strong shareholder confidence in AMR’s compensation governance .
RED FLAGS: None disclosed specific to Courtis. Company prohibits pledging/hedging, reports no related person transactions, and confirms committee independence. Historical shared board service (INNOVATE) is a network interlock to note for information flows but not reported as a conflict at AMR .