Laurie Bergman
About Laurie Bergman
Laurie Bergman, age 47, has served as an independent director of Arq, Inc. since 2023 and is designated an “audit committee financial expert.” She is currently Chief Financial Officer of Legacy Food Group (since July 2024) and previously served as CFO of Liquid Environmental Solutions (since June 2021), with prior senior accounting leadership roles at UGI Corporation and AmeriGas Propane; she holds a BBA in Finance and an MBA from Temple University .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Legacy Food Group | Chief Financial Officer | Jul 2024 – present | Executive finance leadership |
| Liquid Environmental Solutions | Chief Financial Officer | Jun 2021 – Jul 2024 | Executive finance leadership |
| UGI Corporation | VP, Chief Accounting Officer & Corporate Controller | Feb 2019 – Jun 2021 | Public company reporting and controls |
| AmeriGas Propane, Inc. | Chief Accounting Officer & Corporate Controller; Group Director – Financial Planning & Operations; Director, Financial Analysis & Planning; Assistant Controller; Group Director – Financial Planning & Revenue Management; Manager – Disbursements | 2006 – 2019 | Corporate accounting, FP&A, operations finance |
| CIGNA Corporation | Financial Analysis Specialist; Disbursement Operations Manager | 2001 – 2005 | Financial analysis and operations |
External Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| QNB Corporation (OTC: QNBC) | Independent Director | Since 2020 | Audit Committee member |
Board Governance
- Independence: The Board determined Laurie Bergman is independent under Nasdaq listing standards .
- Current committee assignments (post-Annual Meeting, June 6, 2025): Audit Committee (Chair), Compensation Committee (Member), Nominating and Governance Committee (Member) .
- 2024 committee composition (pre-Annual Meeting per proxy disclosure): Audit Committee (Chair), Nominating & Governance (Member) .
- Audit Committee report: Signed by the Audit Committee including “Laurie Bergman, Chair” .
- Meeting cadence and attendance: Board met 8 times; Audit 6; Compensation 5; Nominating & Governance 5; all incumbent directors attended at least 75% of meetings in 2024 .
| Governance Metric | 2024 Value |
|---|---|
| Board meetings | 8 |
| Audit Committee meetings | 6 |
| Compensation Committee meetings | 5 |
| Nominating & Governance Committee meetings | 5 |
| Attendance threshold met | ≥75% by all incumbents |
| 2025 Shareholder Vote – Director Election | For | Withheld | Broker Non-Votes |
|---|---|---|---|
| Laurie Bergman | 22,257,497 | 433,316 | 6,759,334 |
Fixed Compensation
- Director pay framework: Annual cash retainer plus committee chair/member fees; at least 50% of annual retainer paid in restricted common stock vesting in four quarterly installments .
- 2024 retainer schedule (unchanged vs prior year): Annual retainer $147,850; Audit Chair fee $20,000; Audit Committee member fee $7,500; Nominating & Governance member fee $5,000 .
| Component (2024) | Amount |
|---|---|
| Annual Retainer | $147,850 |
| Audit Committee Chair Retainer | $20,000 |
| Audit Committee Member Retainer | $7,500 |
| Nominating & Governance Member Retainer | $5,000 |
| Laurie Bergman – 2024 Director Compensation | Fees Earned (Cash) | Stock Awards (FV) | Total |
|---|---|---|---|
| Summary | $112,370 | $70,795 | $183,165 |
| Cash components detail | Annual Retainer: $87,370; Audit Chair: $20,000; N&G Member: $5,000 | — | — |
| 2024 Equity Grant Detail | Shares (per director) | Grant-Date Fair Value | Grant Date | Vesting |
|---|---|---|---|---|
| Restricted Stock | 12,508 | $70,795 | 7/1/2024 | Retainer stock vests in four quarterly installments |
Note: For 2023 retainer stock, a valuation floor led to additional cash payment for the board term ending June 10, 2024 .
Performance Compensation
- Directors do not receive performance share units or option awards as part of standard director compensation; equity is restricted stock with time-based vesting (quarterly), not tied to performance metrics .
| Performance Metric in Director Compensation | Used in 2024? | Notes |
|---|---|---|
| TSR percentile | No | PSUs disclosed pertain to executives, not directors |
| EBITDA/revenue targets | No | Director equity is retainer-linked restricted stock |
| ESG goals | No | Not disclosed for directors |
Other Directorships & Interlocks
| Company | Role | Committee | Potential Interlock/Conflict |
|---|---|---|---|
| QNB Corporation (OTC: QNBC) | Independent Director | Audit Committee member | No ARQ-related transactions disclosed; no interlock identified with ARQ customers/suppliers |
Expertise & Qualifications
- Financial expert designation and Audit Committee chair experience, with public company reporting depth (UGI/AmeriGas) .
- Executive finance leadership (CFO roles), corporate controls, FP&A, and operations finance .
- Academic credentials: BBA in Finance and MBA, Temple University .
Equity Ownership
| Beneficial Ownership (as of Apr 7, 2025) | Shares | Rights to Acquire | Total | % Outstanding |
|---|---|---|---|---|
| Laurie Bergman | 37,150 | — | 37,150 | * (<1%) |
| Unvested Restricted Stock (as of Dec 31, 2024) | Shares |
|---|---|
| Laurie Bergman | 6,254 |
- Insider Trading Policy: Hedging of Arq securities is prohibited for directors and officers .
- Stock ownership guidelines are disclosed for executives; no director-specific ownership guidelines were disclosed in the proxy .
Governance Assessment
- Strengths: Independent status; Audit Chair role with financial expert designation; robust meeting cadence and ≥75% attendance among incumbents; strong shareholder support in 2025 director vote; formal Audit Committee oversight and pre-approval processes .
- Compensation alignment: Mix of cash and time-vested restricted stock (at least 50% of retainer in equity), promoting alignment without short-term performance gaming; no director options or PSUs disclosed .
- Conflicts/related-party exposure: No related-party transactions disclosed for Bergman; notable related-party item involves CF Global and director Jeremy Blank, not Bergman .
- Policies: Hedging prohibited; clawback policy applies to Section 16 executive officers; directors covered by insider trading policy .
- Shareholder sentiment: 2024 say-on-pay received ~84% support (context on governance climate); 2025 advisory say-on-pay again passed (22.06M For vs. 0.57M Against) .
RED FLAGS: None disclosed specific to Bergman regarding related-party transactions, pledging, or attendance. Note potential workload considerations given simultaneous CFO role and Audit Chair responsibilities; however, no attendance or engagement issues were reported in 2024 .