Christopher M.T. Thompson
About Christopher M.T. Thompson
Christopher M.T. Thompson, age 76, has served as an independent director of Amentum Holdings, Inc. since 2024. He holds a bachelor's degree in law and economics from Rhodes University (South Africa) and a master's degree in business management from Bradford University (UK). Thompson brings extensive international operations, finance, risk management, and strategic leadership experience across mining and investment sectors, including public and private company CEO and director roles .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Gold Fields Ltd. | Director, Chairman and Chief Executive Officer | 1998–2005 | Led a global gold mining company; strategic and operational leadership |
| World Gold Council | Chairman | 2002–2005 | Industry advocacy and standards; global mining ecosystem leadership |
| Castle Group Inc. | Founder and Leader | 1985–1998 | Formed venture partnerships investing in new gold mines globally |
| Gordon Securities (Toronto) | Mining Analyst, Partner, Director | 1978–1982 | Sell-side mining analysis and leadership roles |
| Anglo American Corporation (South Africa/Canada) | Assistant Divisional Manager (Gold Division), then Finance Division | 1971–1978 | Managerial roles in gold and finance divisions |
External Roles
| Organization | Role | Tenure | Notes |
|---|---|---|---|
| Jacobs Solutions Inc. | Director; Lead Independent Director from 2020 | 2012–2024 | Board leadership; served until Amentum transaction closing |
| Royal Gold Inc. | Director | 2013–2020 | Public company board experience in mining |
| Golden Star Resources Ltd. | Director | 2010–2015 | Public company board experience in mining |
| Teck Resources Limited | Director | 2003–2014 | Public company board experience in diversified mining |
| Colorado School of Mines Foundation | Director | 2013–2017 | Non-profit governance in technical education |
| South African Chamber of Mines | Director and Vice President | 1998–2002 | Industry representation; policy engagement |
| Business Against Crime South Africa | Director | Not disclosed | Community engagement and governance |
Board Governance
- Independence: The Board determined Thompson is independent under NYSE standards; he is one of eleven independent directors .
- Committee assignments: None; he is not currently a member or chair of Audit, Compensation, or Nominating & Governance committees .
- Attendance: The Board and committees did not meet in fiscal year 2024 due to the timing of the transaction; therefore, no attendance data is reported for FY2024 .
- Tenure and engagement: Director since 2024; Board intends regular executive sessions of independent directors and annual board/committee evaluations going forward .
Fixed Compensation
| Component | Amount | Notes |
|---|---|---|
| Board Cash Retainer (through 3/5/25) | $62,500 | Partial-year at 50% of Jacobs director levels due to September 27, 2024 start |
| Equity Award (RSUs) | $95,000 | RSUs calculated using 20-day VWAP (10/3/24–10/30/24); vest on date of 2025 annual meeting |
| Committee Chair Retainer | $0 | Not a committee chair |
| Lead Independent Director Retainer | $0 | Not applicable to Thompson |
| Meeting Fees (excess meetings) | $2,000 per meeting | Applies for meetings beyond thresholds (8 board/committee; 2 special committee) |
For certain sponsor-affiliated directors (Dickson, Goldberg, Triedman, Wentzell), retainers were paid to their employers and equity was replaced with cash; this does not apply to Thompson .
Performance Compensation
| Equity Type | Grant Value | Grant Calculation Basis | Vesting | Performance Metrics |
|---|---|---|---|---|
| RSUs | $95,000 | 20-day VWAP of AMTM common stock from 10/3/24 to 10/30/24 | Vests on 3/5/25 (2025 annual meeting) | None; time-based RSUs (no performance conditions) |
Other Directorships & Interlocks
| Company | Role | Tenure | Interlock/Notes |
|---|---|---|---|
| Jacobs Solutions Inc. | Director; Lead Independent Director from 2020 | 2012–2024 | Historic governance connection to Amentum via RMT transaction; no longer on Jacobs board |
| Royal Gold Inc. | Director | 2013–2020 | No disclosed current interlocks with Amentum operations |
| Golden Star Resources Ltd. | Director | 2010–2015 | No disclosed current interlocks |
| Teck Resources Limited | Director | 2003–2014 | No disclosed current interlocks |
Amentum’s Stockholders Agreement grants sponsor nomination rights and committee composition balancing, but Thompson is not designated by Sponsor Stockholder; audit/compensation committees are fully independent .
Expertise & Qualifications
- Public and private company CEO/director experience; finance, risk management, and global operations expertise; strategic planning credentials .
- Sector experience predominantly in mining and investments; complemented by Jacobs board leadership relevant to complex engineering/government services .
Equity Ownership
| Holder | Shares Beneficially Owned | % of Outstanding | Notes |
|---|---|---|---|
| Christopher M.T. Thompson | 17,447 | <1% | Includes 14,000 shares held by spouse or jointly |
| Shares outstanding (reference) | 243,302,257 | — | As of 12/20/2024 (for % context) |
- Ownership guidelines: Non-employee directors must reach stock ownership equal to 5x annual cash retainer within five years; RSUs/DSUs count toward compliance .
- Hedging/pledging prohibited: Company policy bars hedging, pledging, short sales, margin accounts, and derivative transactions by directors .
Governance Assessment
- Independence and committee posture: Thompson is independent with no committee seats, limiting potential committee-related conflicts; however, lack of committee membership reduces direct oversight touchpoints in Audit/Compensation/ESG areas until assignments evolve .
- Alignment and incentives: Compensation is standard for new non-employee directors—a modest cash retainer and time-based RSUs vesting at the annual meeting—promoting ownership without short-term performance gaming; ownership guidelines enhance alignment .
- Conflicts/related-party risk: No related-party transactions disclosed for Thompson; company has a formal related-person policy with Audit Committee approval requirements; indemnification agreements are standard .
- Structural considerations: Corporate opportunities renunciation primarily applies to sponsor-affiliated directors; Thompson’s non-sponsor status mitigates this vector. Sponsor consent/standstill and committee balancing provisions remain relevant at board level but do not introduce a direct conflict for Thompson .
- Attendance/engagement signal: No FY2024 meetings due to transaction timing; forward-looking governance commitments include executive sessions and annual evaluations—engagement to be assessed post-FY2025 .
RED FLAGS: None disclosed specific to Thompson (no pledging/hedging, no related-party transactions, no compensation anomalies). Structural sponsor rights bear monitoring at the board level, but Thompson is not a sponsor nominee .