Troy Alstead
Array TechnologiesAbout Troy Alstead
Troy Alstead, age 62, has served on Array Technologies’ Board since October 2020 and is currently an independent Class I director. He is the former Chief Operating Officer and Chief Financial Officer of Starbucks, and the founder/president of Table 47 and Ocean5; he holds a BA in Business Administration from the University of Washington . Array’s Board has affirmatively determined Alstead is independent under Nasdaq rules .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Starbucks Corporation | Chief Operating Officer | 2014–2016 | Senior operating leadership in global retail |
| Starbucks Corporation | Group President | 2013–2014 | Business unit leadership prior to COO role |
| Starbucks Corporation | Chief Financial Officer & Chief Administrative Officer | 2008–2014 | Led finance and administration; prepared to be audit financial expert |
| Starbucks International | Senior Leader (Intl.), President EMEA (Amsterdam), COO Greater China (Shanghai) | Various years (not individually dated) | Global expansion, international operations |
External Roles
| Organization | Role | Tenure | Notes |
|---|---|---|---|
| Levi Strauss & Co. | Director | Not disclosed | Public company board |
| Harley-Davidson, Inc. | Director | Not disclosed | Public company board |
| Heritage Distilling Holding Company, Inc. | Director | Not disclosed | Public company board |
| OYO Global (private) | Director | Not disclosed | Private company board |
| EarthLab (Univ. of Washington) | Advisory Council Member | Not disclosed | Sustainability/governance advisory |
Board Governance
- Current role: Independent Director (Class I) .
- Committees: Audit Committee (Chair; designated audit committee financial expert), Nominating & Corporate Governance Committee (member) .
- Independence: Board determined all eight current non-management directors, including Alstead, are independent under Nasdaq and Exchange Act rules .
- Attendance: Board held seven meetings in 2024; each director attended at least 75% of applicable Board and committee meetings; all nine directors attended the 2024 Annual Meeting . Audit Committee met 8 times in 2024; committee attendance reported as 100% . Nominating & Governance met 4 times in 2024; committee attendance reported as 100% .
- Governance policies: Prohibition on hedging/pledging company stock; clawback policy compliant with Dodd-Frank/Nasdaq; procedures for whistleblower submissions via Audit Committee .
Fixed Compensation (Director)
FY 2024 (no changes to program in 2024) :
| Component | Amount | Details |
|---|---|---|
| Annual cash retainer | $75,000 | Paid quarterly |
| Audit Committee Chair retainer | $25,000 | Paid quarterly |
| Cash fees total (Alstead) | $100,000 | Base + Audit Chair |
| Equity retainer (RSUs) | $170,000 | Granted at annual meeting; 15,301 RSUs; vests one year |
| 2024 director compensation (Alstead) | Total $270,000 | $100,000 cash + $170,000 equity |
Vesting and award sizing: 15,301 RSUs determined by dividing $170,000 by the closing price on grant date; RSUs vest in full on first anniversary, subject to continued service .
Performance Compensation
- Directors receive time-based RSUs only; no performance-vested equity or cash tied to operating metrics for non-employee directors was disclosed .
Other Directorships & Interlocks
| External Company | Relationship to ARRY (supplier/customer/competitor) | Potential Interlock/Conflict |
|---|---|---|
| Levi Strauss & Co. | Not disclosed as ARRY supplier/customer/competitor | None disclosed |
| Harley-Davidson, Inc. | Not disclosed as ARRY supplier/customer/competitor | None disclosed |
| Heritage Distilling Holding Company, Inc. | Not disclosed as ARRY supplier/customer/competitor | None disclosed |
| OYO Global (private) | Not disclosed as ARRY supplier/customer/competitor | None disclosed |
Related-party transactions: Audit Committee must pre-approve related party transactions; policy prohibits related-party deals without Audit Committee consent and requires market terms; no Alstead-related transactions are disclosed .
Expertise & Qualifications
- Designated audit committee financial expert; extensive CFO/COO experience at Starbucks and international operations leadership .
- Governance/ethics and risk oversight through Audit and Nominating & Governance committee roles .
- Global perspective and public company leadership across multiple boards .
Equity Ownership
| Holder | Shares Beneficially Owned | % Outstanding | Breakdown |
|---|---|---|---|
| Troy Alstead | 52,169 | * (<1%) | 36,868 shares held directly; 15,301 RSUs vesting within 60 days of 3/31/2025 |
Notes:
- Shares outstanding as of March 31, 2025: 152,512,805; director percentages in the proxy use “*” to denote <1% .
- Stock ownership guidelines: For non-executive directors, hold Company stock equal to five times base annual retainer; compliance expected by later of June 8, 2026 or five years from becoming a director/promoted; RSUs count, options/unearned PSUs do not . As of Dec 31, 2023, all directors were in compliance with prior guidelines (which required 3x retainer for directors by the 2025 annual meeting) .
Governance Assessment
- Positives: Independent status; Audit Chair and financial expert designation; strong committee attendance; robust policies (anti-hedging/pledging, clawback, whistleblower procedures); structured related-party oversight by Audit Committee .
- Alignment: Mix of cash retainer and annual RSU grant aligns director incentives with shareholder value (time-based vesting); stock ownership guidelines increase to 5x retainer further strengthen alignment .
- Other directorships: Multiple public boards (Levi Strauss, Harley-Davidson, Heritage Distilling) signify broad experience; no ARRY-related interlocks or related-party transactions disclosed involving Alstead .
- Attendance/engagement: Board met seven times in 2024; directors met in executive session at each regular meeting; all directors attended the 2024 Annual Meeting .
RED FLAGS
- None disclosed: no related-party transactions, no hedging/pledging, and no delinquent Section 16 filings noted for Alstead; the only delinquent Form 4 referenced in 2024 applied to another executive .