Stacia Hansen
About Stacia Hansen
Stacia Hansen, 38, is Chief Accounting Officer and Treasurer of ARQ; she joined ARQ’s portfolio of companies in 2015 after Assurance Services at Ernst & Young. She is a CPA with a B.S. and Master of Accountancy from the University of Denver, with expertise in financial reporting, technical accounting, and SOX compliance . In April 2025, following the appointment of a new CFO, she ceased serving as principal financial officer and continues as Chief Accounting Officer and principal accounting officer, reporting into the CFO . Company performance context during 2022–2024: cumulative TSR rose from 36.71 to 114.35 on a $100 basis while net losses narrowed from $(8.9)M to $(5.1)M, framing incentive alignment with TSR- and operations-based plans .
Company Performance During Hansen’s Tenure Context
| Metric | FY 2022 | FY 2023 | FY 2024 |
|---|---|---|---|
| Cumulative TSR (Item 201(e) index) | 36.71 | 45.02 | 114.35 |
| Net Income (Loss) ($USD thousands) | $(8,917) | $(12,249) | $(5,109) |
Past Roles
| Organization | Role | Years | Strategic impact |
|---|---|---|---|
| ARQ, Inc. | Chief Accounting Officer and Treasurer | 2015–present | Leads technical accounting, external reporting, SOX compliance; continuity in principal accounting function post-CFO transition |
| ARQ, Inc. | Director of Financial Reporting; Manager of Financial Reporting | n/d | Built reporting infrastructure; progressed through increasing responsibility |
| Ernst & Young LLP | Assurance Services | n/d | Public company audit/controls experience (basis for SOX leadership) |
External Roles
- None disclosed for Hansen in the 2025 proxy or related filings .
Fixed Compensation
- Hansen is not a Named Executive Officer (NEO) in 2024/2023; the proxy does not disclose her base salary, target bonus, or actual bonus. NEO cash elements (for context) are governed by the Short-Term Incentive Plan (STIP), with CEO STIP target at 100% of base and COO/CTO at 50% for 2024 . Skip Hansen-specific figures (not disclosed).
Performance Compensation
Company program design (applies to executives, disclosed for NEOs; Hansen-specific awards/weights not disclosed):
- STIP metrics (2024): Adjusted EBITDA, gross margin, SG&A as % of revenue, overall equipment efficiency, commissioning milestones, TRIR; ~75% of targets were achieved and payouts approved accordingly (for NEOs) .
- LTIP design: mix shifted to 50% RSAs / 50% PSUs for 2024 grants; PSUs vest after 3-year cliff based on relative TSR vs a peer group with payouts from 50% at 30th percentile to 200% at 90th percentile or higher . PSUs granted in 2022 vested at 88.14% on Feb 12, 2025 (company TSR at 45.26th percentile vs grant peer group) .
Company-level incentive structure summary (for context):
| Plan | Metric (examples) | Targeting/Calibration | 2024 Outcome/Payout |
|---|---|---|---|
| STIP (annual) | Adj. EBITDA; gross margin; SG&A % revenue; OEE; commissioning milestones; TRIR | CEO 100% of base; COO/CTO 50% of base target | ~75% of performance targets achieved; payouts approved (NEOs) |
| LTIP (multi-year) | Relative TSR PSUs; time-based RSAs | 50% RSAs / 50% PSUs; PSUs 3-year cliff; TSR payout 50–200% | 2022 PSUs earned 88.14% on vest (Feb 12, 2025) |
Note: Hansen’s individual incentive targets, weightings, and payouts are not disclosed in the proxy. Skip Hansen-specific table entries.
Equity Ownership & Alignment
- Beneficial ownership table lists directors/NEOs and >5% holders; Hansen is not listed among named individuals in the disclosure excerpt (table shows directors, CEO, COO, CTO, etc.) .
- Stock ownership guidelines: executives are encouraged to hold stock equal to at least 1x their annual base salary; all NEOs met guidelines as of 12/31/24 (Hansen compliance not disclosed) .
- Insider trading policy: prohibits hedging and transactions in company-derivative securities by employees, officers, and directors; sales must comply with policy and trading windows .
- Clawback policy: Nasdaq/Rule 10D-1 compliant; recovery of incentive-based compensation upon restatement for the three preceding completed fiscal years .
Employment Terms
| Item | Status |
|---|---|
| Employment agreement | Not disclosed for Hansen in proxy |
| Role transition | Ceased serving as principal financial officer upon CFO appointment effective Apr 2, 2025; continues as CAO and principal accounting officer |
| Severance/change-in-control | Not disclosed for Hansen; NEO agreements (COO/CTO) provide 12 months base, bonus, and accelerated equity upon certain terms; CEO terms differ (for context) |
| Non-compete/solicit | Not disclosed for Hansen; described for certain NEOs |
Compensation Governance, Peer Group, and Shareholder Feedback
- Compensation philosophy: weighted to long-term incentives; external peer data used to benchmark .
- Peer group used for compensation benchmarking (examples include Aspen Aerogels, CECO Environmental, Energy Recovery, Intrepid Potash, Clean Energy Fuels, FutureFuel, etc.) .
- Say-on-pay: ~84% approval at 2024 annual meeting (used in 2024 program assessment) . 2025 advisory vote results: For 22,062,026; Against 568,595; Abstain 60,192; broker non-votes 6,759,334 .
Risk Indicators & Red Flags (disclosed)
- Clawback in place; insider hedging prohibited .
- Executive stock ownership guidelines in place; NEOs compliant as of 12/31/24 .
- No Hansen-specific Form 4s or pledging disclosures in the proxy excerpts reviewed; beneficial ownership line item for Hansen not presented .
Investment Implications
- Alignment: Company uses TSR-based PSUs and multi-metric STIP (operations, safety, cost discipline), which ties incentive value to execution and market-relative performance; 2024 STIP achievement (~75%) and 2022 PSU vesting at 88.14% indicate measured payout sensitivity to performance .
- Retention risk: Hansen is a long-tenured accounting leader (since 2015) and retained in the principal accounting officer role after CFO transition, signaling continuity in financial reporting and controls; absence of disclosed individual severance terms suggests standard (non-NEO) protections, though not confirmed .
- Trading signals: Governance tools (clawback, hedging ban, ownership guidelines) reduce misalignment and short-termism risk; TSR inflection in 2024 alongside narrowing losses may support future PSU realizations, but Hansen’s individual equity holdings/vesting cadence are not disclosed, limiting visibility into potential insider selling pressure .
- Data gaps: Lack of Hansen-specific pay, equity, and severance details in public filings constrains a granular pay-for-performance and selling-pressure assessment; monitor future proxies and any Form 4 filings for direct insight into her equity exposure, vesting, and transactions .