Brian Walz
AndersonsAbout Brian Walz
Brian K. Walz is Senior Vice President & Treasurer of The Andersons, Inc. (ANDE), age 55, promoted to SVP & Treasurer in 2025 after serving as Vice President & Treasurer since 2019 and Senior Director, Corporate Strategy & Development in 2019 . He previously held a Vice President role at Lansing Trade Group, LLC (year referenced: 2010) before joining ANDE . Company performance context under his treasury tenure: ANDE’s adjusted pretax income was $147.9 million in 2024 and net income was $170.7 million; the value of a $100 investment in ANDE reached $178 by 2024 versus $122 for the peer group, reflecting multi-year TSR strength . ANDE’s compensation framework emphasizes adjusted EPS, ROIC, relative TSR and adjusted pretax income in incentive design, aligning executive pay with performance .
Past Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| The Andersons, Inc. | Senior Vice President & Treasurer | 2025–present | Corporate treasury leadership; fiduciary oversight and capital stewardship implied by officer role . |
| The Andersons, Inc. | Vice President & Treasurer | 2019–2025 | Led treasury operations during period of strong cash generation and disciplined leverage targets communicated by management . |
| The Andersons, Inc. | Senior Director, Corporate Strategy & Development | 2019 | Strategy and development responsibilities at corporate level . |
| Lansing Trade Group, LLC | Vice President | 2010 (year referenced) | Commodity and merchandising industry experience (pre-ANDE) . |
External Roles
No public-company directorships or external board roles for Walz are disclosed in ANDE’s proxy statements or filings; skip if not disclosed.
Fixed Compensation
Not individually disclosed for Walz in ANDE’s proxy statements; executive-specific base salary, target bonus % and actual bonus payouts are reported for NEOs only. ANDE targets base salaries to market medians and uses an Annual Incentive Plan (AIP) with pretax income and ROIC metrics to determine cash incentives for executives generally .
Performance Compensation
ANDE’s long-term incentives for executives are delivered under the 2019 Plan via PSUs and RSUs. In 2024, PSUs are 100% based on cumulative diluted EPS with a ±20% TSR modifier; RSUs vest one-third annually over three years. Prior cycles used separate EPS- and TSR-based PSUs at 50/50 weight .
| Award Cycle | Metric | Weighting | Target | Actual | Payout | Vesting |
|---|---|---|---|---|---|---|
| 2022 grant (performance period ended 2024) | Cumulative diluted EPS (3-year) | 50% | $6.49 | $10.93 | 200% of target | PSUs vest Jan 2, 2025 . |
| 2022 grant (performance period ended 2024) | Relative TSR vs Russell 3000 | 50% | Index TSR | ANDE 7.91% vs Index 9.57% (−1.66 pp) | 91.71% of target | PSUs vest Jan 2, 2025 . |
| 2024 grant (performance period 2024–2026) | Cumulative diluted EPS with TSR modifier | 100% EPS; TSR modifier ±20% | EPS target $11.81; threshold $9.09; max $14.17 | Pending | 20%–200% EPS payout, then modified by TSR rank | PSUs vest Jan 2, 2027 . |
AIP metrics (company-level calibration used for executive incentives):
| Metric | Threshold | Target | Maximum | Actual (2024) |
|---|---|---|---|---|
| Pretax Income (Company, $000s) | $60,000 | $140,000 | $200,000 | $147,941 . |
| ROIC (Company) | 6.0% | 8.5% | 10.0% | 8.8% . |
Equity Ownership & Alignment
| Item | Detail |
|---|---|
| Total beneficial ownership | Not individually disclosed for Walz in beneficial ownership tables; executives as a group held 1,454,903 shares as of Feb 28, 2025 . |
| Trading plan | Walz entered a Rule 10b5-1 plan on Sep 2, 2025 to sell up to 9,175 shares from Dec 1, 2025 to Nov 30, 2026; potential sale equals ~0.027% of 34,187,806 shares outstanding as of Mar 10, 2025 (illustrative scale) . |
| Hedging/pledging | Company prohibits hedging and pledging of ANDE stock by officers and directors . |
| Ownership guidelines | Stock ownership guidelines require officers to hold significant stock; “Other Corporate Officers” are required to own stock equal to 1x salary; retention rule requires 75% of net shares from awards be held until guideline met . |
| Equity vehicles | Executives receive RSUs (graded vesting over 3 years) and PSUs (3-year performance period) under the 2019 Plan; company has not recently granted stock options . |
Employment Terms
- Clawback: Executives are subject to a recoupment policy for erroneously awarded incentive compensation in the event of restatement per SEC and Nasdaq rules (Section 954) .
- Severance/change-in-control: Proxy details are disclosed for NEOs; Walz’s individual severance terms are not disclosed. The 2019 Plan does not provide automatic single-trigger vesting upon change in control .
- Deferred comp: A non-qualified Deferred Compensation Plan is available to eligible employees to supplement 401(k) limits; plan features and administration disclosed (Rabbi Trust; mutual fund options) .
Performance & Track Record
Company-level indicators during Walz’s treasury tenure:
| Metric | 2020 | 2021 | 2022 | 2023 | 2024 |
|---|---|---|---|---|---|
| Value of $100 investment (ANDE TSR) | $101 | $163 | $150 | $251 | $178 |
| Value of $100 investment (Peer Group TSR) | $108 | $160 | $184 | $158 | $122 |
| Net Income (Loss), $000s | ($14,215) | $135,866 | $166,979 | $132,529 | $170,700 |
| Adjusted Pretax Income, $000s | $10,635 | $132,371 | $175,491 | $147,976 | $147,941 |
Qualitative highlights: Renewables delivered strong pretax income in 2024 ($139.5M), supported by efficient ethanol operations; Nutrient & Industrial reset to normalized margins; Trade benefited from carries and elevation margins. In 2025 Q3, management emphasized strong cash flow, modest leverage (<2.5x target), and access to 100% of ethanol cash flows following asset consolidation—consistent with treasury discipline communicated by CFO and CEO .
Compensation Structure Analysis
- Shift to single-metric PSUs with TSR modifier simplifies long-term incentives and emphasizes financial outcomes (EPS), while preserving market-relative accountability—a constructive pay-for-performance calibration .
- Strong 2022–2024 EPS PSU payouts at 200% reflect robust adjusted EPS delivery; TSR underperformance vs Russell 3000 (−1.66 pp) lowered that portion’s payout to 91.71%, evidencing balanced design against market returns .
- Governance guardrails: no option repricing; minimum 1-year vesting; annual say-on-pay (98% support in 2024), clawback policy, and no hedging/pledging—reducing misalignment risks .
Risk Indicators & Red Flags
- Insider selling pressure: Walz’s 10b5-1 plan to sell up to 9,175 shares over 12 months indicates scheduled diversification; the scale is modest relative to shares outstanding and is governed by plan parameters (mitigates timing concerns) .
- Pledging/hedging: Prohibited by policy, limiting alignment risk .
- Tax gross-ups: Generally not provided; rare exceptions disclosed for indemnification circumstances (applies to NEO disclosure; no Walz-specific gross-ups disclosed) .
Equity Ownership & Alignment (Detailed)
| Category | Policy/Status |
|---|---|
| Stock ownership guideline multiple | Other Corporate Officers: 1x base salary; Directors: 5x retainer; CEO: 6x; CFO/COO: 3x . |
| Share retention | 75% of net shares from awards retained until guideline met . |
| Prohibitions | No hedging or pledging of company stock by officers/directors . |
Employment & Contracts
- Non-compete/COC: Detailed terms disclosed for certain NEOs (e.g., CEO); Walz’s specific employment agreement terms are not disclosed; skip if not disclosed .
Investment Implications
- Scheduled selling via a Rule 10b5-1 plan suggests orderly diversification rather than discretionary timing; the planned volume is small relative to float, implying limited market impact from Walz’s sales .
- Executive incentive architecture ties long-term awards to EPS with a TSR modifier and annual cash incentives to pretax income and ROIC—supportive of value creation and capital efficiency; recent cycles delivered maximum EPS payouts and market-relative TSR moderation .
- Governance safeguards (clawback; anti-pledging; minimum vesting; no option repricing) lower alignment and retention risks; annual say-on-pay support (98% in 2024) indicates shareholder endorsement of compensation practices .
- Company performance—consistent adjusted pretax income, strong Renewables economics, and disciplined leverage—provides a constructive backdrop for treasury oversight under Walz’s tenure, though Walz-specific compensation/ownership disclosures are limited in proxies (monitor Form 4s and future proxies for updates) .