Mark Simmons
AndersonsAbout Mark D. Simmons
Mark D. Simmons is Executive Vice President, Renewables at The Andersons, Inc. (ANDE), appointed in 2025; he previously served as Vice President, Plant Originations and Merchandising in 2022. He is 49 years old and appears in the company’s 2025 proxy among the executive officers. Company performance context during the period surrounding his promotion: in 2024 ANDE reported net income of $114.0 million ($3.32 diluted EPS), and the Renewables segment delivered $139.5 million of pretax income on strong ethanol margins; in Q2 2025 Renewables posted $17 million of pretax income ($10 million attributable to the company). These figures frame the segment execution environment but are not attributed to Simmons personally.
Past Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| The Andersons, Inc. | Executive Vice President, Renewables | 2025–present | Senior leadership of Renewables; role listed among executive officers (specific mandates not separately disclosed) |
| The Andersons, Inc. | Vice President, Plant Originations and Merchandising | 2022 | Led plant originations/merchandising; pipeline for Renewables and/or Agribusiness (title as disclosed; impact not further detailed) |
External Roles
- No external directorships or outside roles for Mark Simmons were disclosed in the 2025 proxy or recent 8-Ks.
Fixed Compensation
- The 2025 proxy discloses Named Executive Officer (NEO) pay in detail, but Simmons is not an NEO for 2024; therefore, his individual base salary and target bonus are not itemized in public tables. The company’s program framework is summarized below.
| Component | Plan Design (company-level disclosure) | Notes |
|---|---|---|
| Base Salary | Targeted near market median; individual positioning varies by role and performance | NEO salary table disclosed; Simmons-specific salary not disclosed |
| Annual Incentive Plan (AIP) | Metrics: Pretax Income and ROIC with Threshold/Target/Maximum; discretionary modifier up to +/-20% | Company-level thresholds and 2024 goals disclosed; NEO weightings provided; Simmons-specific weighting not disclosed |
2024 AIP calibration (context):
- Company targets: Pretax Income Threshold $60m / Target $140m / Max $200m; Actual $147.9m. Company ROIC Threshold 6.0% / Target 8.5% / Max 10.0%; Actual 8.8%.
Performance Compensation
The Andersons uses a 40% RSU / 60% PSU long-term mix for executives, with PSUs tied to three-year cumulative EPS and a relative TSR modifier beginning with 2024 grants. Simmons is likely governed by this framework as an executive officer, but his specific awards are not itemized.
| Metric | Weighting | Target | Actual (latest disclosed period) | Payout | Vesting |
|---|---|---|---|---|---|
| AIP – Pretax Income (Company) | NEO examples: 67% Company PI (varies by role) | 2024 Target $140m | $147.9m | Above Target for NEOs (payouts varied by role) | Annual cash; paid following year-end |
| AIP – ROIC (Company) | NEO examples: 33% Company ROIC (varies by role) | 2024 Target 8.5% | 8.8% | Above Target for NEOs (payouts varied by role) | Annual cash |
| PSUs – Cumulative EPS (2024–2026 cycle) | 100% of PSU before TSR modifier (PSUs are 60% of LTI) | Threshold $9.09; Target $11.81; Max $14.17 | Not yet applicable (cycle in progress) | 20–200% before TSR modifier | Earned over 3 years; shares issued after performance period |
| TSR Modifier (2024 PSUs) | +/- 20% applied to EPS-based PSU result | Peer rank 1→120%; 9→80% | Not yet applicable | Adjusts final PSU payout | Applied at performance conclusion |
| RSUs | 40% of LTI | N/A (service-based) | N/A | N/A | Vests one-third annually starting March 1 following grant |
Notes:
- Prior PSU cycles (granted 2022) paid 200% on EPS tranches and ~92% on TSR vs Russell 3000; this indicates pay-for-performance calibration but these payouts apply to NEOs shown and not specifically to Simmons.
Equity Ownership & Alignment
- Beneficial ownership for Simmons is not disclosed (table lists directors and 2024 NEOs only).
- Stock ownership guidelines: Executive Vice President (Business Segment Lead) multiple = 2x base salary; officers must retain at least 75% of net shares acquired until in compliance.
- Hedging and pledging: Prohibited for officers and directors.
- Clawback: Dodd-Frank-compliant recoupment policy for erroneously awarded incentive-based compensation upon a required restatement.
Employment Terms
- Appointment: Listed as Executive Vice President, Renewables in 2025 proxy’s executive officer roster, but no separate 8-K appointment or individual employment agreement for Simmons was located.
- Severance/Change-in-Control framework: The proxy details NEO severance (1x salary + target bonus; 2x upon qualifying termination in connection with a change in control; health benefit subsidies; no single-trigger equity vesting under the 2019 Plan). Simmons-specific severance terms are not disclosed; do not assume NEO-level terms without a filing.
- Non-compete/Non-solicit: Specific durations disclosed for certain executives (e.g., CEO/Executive Chair); no Simmons-specific restrictions were disclosed.
Say-on-Pay and Shareholder Feedback
- 2024 say-on-pay approval: 98% in favor.
- 2025 annual meeting results (context): Advisory vote on executive compensation received 25,950,960 For; 1,854,207 Against; 82,702 Abstain (broker non-vote 3,471,910).
Compensation Peer Group (for benchmarking and pay design context)
| Peer Companies (2024 decisions) |
|---|
| Applied Industrial Technologies; Flowers Foods; SpartanNash Company; BlueLinx Holdings Inc.; Global Industrial Company; The Chefs' Warehouse, Inc.; B&G Foods; Green Plains, Inc.; The Hain Celestial Group; Cal-Maine Foods, Inc.; John B. Sanfilippo & Son, Inc.; United Natural Foods; CVR Partners, LP; Lancaster Colony Corp; Veritiv Corporation; Fresh Del Monte Produce, Inc.; MRC Global Inc. |
Risk Indicators & Red Flags
- Related-party transactions: None for 2024.
- Hedging/pledging: Prohibited for officers/directors (good alignment).
- Clawback: Adopted in 2023 per SEC/Nasdaq rules.
- Option repricing: Prohibited without shareholder approval.
- Tax gross-ups: Company states no excise tax gross-ups as policy; note one-time 2024 tax gross-up to cover indemnified legal expense for CEO (exception disclosed).
Performance & Track Record (Segment Context)
| Period | Renewables Pretax Income | Notes |
|---|---|---|
| FY 2024 | $139.5 million | Driven by efficient plant operations and favorable crush margins; co-product values lower YoY. |
| Q2 2025 | $17 million (pretax); $10 million attributable to company | Year-over-year decline vs. Q2 2024; segment still profitable; provides near-term operating backdrop for Simmons’ current remit. |
Items Not Located / Not Disclosed
- Individual compensation details for Mark Simmons (base salary, target bonus %, actual bonus, grant sizes/dates) are not disclosed in the 2025 DEF 14A (he is not listed as an NEO for 2024), and no 8-K (Item 5.02) with his compensation terms was found.
- Beneficial ownership, vested vs. unvested equity, and Form 4 insider transactions for Simmons were not found in the searched filings; no Form 4 mentions were retrieved.
Investment Implications
- Alignment: Strong governance features (no hedging/pledging, robust ownership guidelines, clawback, no single-trigger CIC) support pay-for-performance and reduce misalignment risk; these apply at the officer level and likely govern Simmons as EVP.
- Incentive design: Emphasis on EPS over three years with a relative TSR modifier and AIP focus on Pretax Income and ROIC should tie Simmons’ incentives to capital efficiency and earnings durability—constructive for Renewables where crush margins and operational uptime drive returns.
- Retention and selling pressure: Without Simmons-specific grant/ownership detail or Form 4s, we cannot gauge near-term vesting-related selling pressure; monitor future proxies and any 8-Ks for appointment or grant disclosures to assess retention risk windows.
- Execution backdrop: Renewables delivered strong 2024 results and remained profitable in Q2 2025, albeit below prior-year comps—suggesting a normalized margin environment; Simmons’ leadership leverage is likely in sustaining operational efficiency and optimizing feedstock/coproduct economics.
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