Christine Bell
About Christine Bell
Christine M. Bell is President of Avalon Golf and Country Club (since August 2013) and The Grand Resort (since August 2014), and has served as a director of Avalon Holdings Corporation (AWX) since April 2021. She joined Avalon in June 2007 after 16 years with Meyer Jabara Hotel Group. Bell holds a B.S. in Commercial Recreation and Tourism with a Business Management minor from Kent State University and is age 56 . During 2021–2024, company revenues rose from $70.4m to $83.8m while EBITDA increased, and company pay-versus-performance disclosure shows the value of an initial $100 TSR investment improving from $90 in 2023 to $159 in 2024 .
Company performance (oldest → newest):
| Metric | FY 2021 | FY 2022 | FY 2023 | FY 2024 |
|---|---|---|---|---|
| Revenues ($) | 70,383,000 | 81,180,000 | 80,899,000* | 83,795,000 |
| EBITDA ($) | 3,673,000* | 3,830,000* | 3,937,000* | 6,981,000* |
Values marked with an asterisk were retrieved from S&P Global.
Total shareholder return (pay-versus-performance disclosure):
| Metric | 2023 | 2024 |
|---|---|---|
| Value of $100 Initial Investment (TSR) | $90 | $159 |
Past Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| Meyer Jabara Hotel Group | Various management roles incl. Director of Sales & Catering (Holiday Inn Metroplex, Sheraton Inn Canton) | 1991–2007 | Sales/catering leadership and event management foundation for hospitality operations |
| Avalon Holdings (Avalon Golf & Country Club) | President | Aug 2013–present | Leads operations across all country club locations |
| The Grand Resort | President | Aug 2014–present | Oversees resort operations and growth initiatives |
| Avalon Holdings Corporation | Director | Apr 2021–present | Employee director; member of Compensation Committee |
External Roles
- No additional public-company directorships or external board roles disclosed in AWX filings for Christine M. Bell .
Fixed Compensation
- AWX’s program is cash-based (base salary plus discretionary bonus). Executive salaries do not follow a preset formula; bonuses are discretionary based on individual performance, responsibility changes, and potential contribution. An exception is Kenneth McMahon (AWMS CEO) whose bonus equals 8% of AWMS pre-tax income .
- The 2025 proxy discloses Summary Compensation for the PEO and two other NEOs but does not provide Christine Bell’s specific base salary or bonus amounts for 2024; she was listed as a non-PEO NEO in the narrative .
Director compensation (context for employee-directors):
- Non-employee directors receive a $20,000 annual retainer plus $1,000 per Board meeting ($500 per committee meeting held on a separate day); officers/employees who serve as directors receive no additional compensation for Board service .
Performance Compensation
- AWX did not grant equity awards to the PEO in 2023–2024; all prior options under the long-term plan expired, and non-PEO NEOs (including Christine Bell) were not awarded nor did they exercise equity in 2023–2024. Bonuses are discretionary and generally not formulaic at the corporate level (other than AWMS) .
- No explicit corporate annual incentive scorecard or PSU/RSU performance metric framework is disclosed for Ms. Bell; payouts are not tied to published financial KPIs (e.g., revenue, EBITDA) at the parent level .
Equity Ownership & Alignment
- Beneficial ownership (as of Dec 31, 2024): Christine M. Bell beneficially owns 100 shares of Class B Common Stock (less than 1% of Class B; de minimis voting power); she is also an employee, executive officer, and director of the Company .
- Initial Section 16 filing: Form 3 (Nov 2018) shows a private placement purchase of 100 Class B shares at $2.98 per share; each Class B share carries 10 votes and is convertible 1:1 into Class A .
- Hedging/pledging and ownership guidelines: The company states it has not adopted hedging policies beyond insider trading restrictions (prohibits short selling) and does not disclose executive or director stock ownership guidelines; no pledging prohibition is described—a governance drawback for alignment .
Ownership detail:
| Holder | Class A Shares | % of Class A | Class B Shares | % of Class B | Total Voting Power |
|---|---|---|---|---|---|
| Christine M. Bell | 0 | — | 100 | <1% | <1% |
Employment Terms
- Contract/Severance/Change-in-Control (CIC): The proxy does not disclose a specific employment agreement, severance, or CIC provisions for Christine Bell; no CIC acceleration framework is disclosed at the NEO level in 2024 filings .
- Clawback/Recovery: No Dodd-Frank 954 clawback policy disclosure; the filing notes the absence of broader hedging policies beyond insider trading .
- Non-compete/Non-solicit/Garden leave/Consulting: Not disclosed in the proxy .
Board Governance
- Role: Employee director since April 2021; member of the Compensation Committee alongside the CEO and CFO—committee not fully independent under controlled-company exemptions .
- Committee structure and attendance: Board held 4 meetings in 2024; each incumbent director attended at least 75% of Board/committee meetings. Audit Committee (Coxson chair, Gordon) is independent; Compensation Committee (Havalo chair; Klingle, Bell, Gordon) includes executives; no separate nominating committee (majority voting power held by CEO) .
- Board leadership: The company has no policy to separate CEO and Chairman roles; AWX is a controlled company with majority voting power held by the CEO, reducing independence and elevating potential conflicts, particularly with executives on the Compensation Committee .
Director compensation context:
| Director Type | Annual Retainer (Cash) | Meeting Fees | Equity |
|---|---|---|---|
| Non-employee directors | $20,000 | $1,000/Board mtg; $500 per separate-day committee mtg | LTIP options authorized; no options outstanding at 12/31/24 |
| Employee directors (incl. Bell) | $0 (no additional board pay) | — | — |
Performance & Track Record
- Company revenues and EBITDA expanded during 2021–2024, coinciding with Bell’s continued leadership of the golf/club and resort operations; TSR (per PVP table) improved in 2024 vs 2023 .
- AWX’s compensation design in 2024 remained largely cash-based/discretionary with no long-term equity awards—a weaker linkage between pay and multi-year value creation at the corporate level .
(See performance tables above.)
Say-on-Pay & Shareholder Feedback
- 2025 Annual Meeting: Advisory vote on executive compensation passed (For 6,635,136; Against 1,376,949; Abstain 11,656; Broker non-votes 1,363,103) .
| 2025 Say-on-Pay | For | Against | Abstain | Broker Non-votes |
|---|---|---|---|---|
| Result | 6,635,136 | 1,376,949 | 11,656 | 1,363,103 |
| Source: Form 8-K (May 8, 2025) |
Compensation Committee Analysis
- Composition includes CEO and CFO with Bell as a member; committee lacks full independence and does not disclose use of an independent compensation consultant or peer benchmarking; bonuses are largely discretionary, with one business-unit formula (AWMS) .
- No equity grants to NEOs or PEO in 2023–2024 and option plan awards have expired; absence of PSU/RSU structures reduces pay-for-performance rigor and retention linkage vs peers .
Related-Party Transactions
- No related-party transactions disclosed involving Christine Bell. AWMS Holdings LLC and Avalon Med Spa investments involve other directors; Avalon Dermatology ownership includes an outside director; none implicate Bell .
Equity Ownership & Vesting Pressure
- With only 100 Class B shares disclosed for Bell and no active equity awards outstanding, there is effectively no scheduled vesting overhang or equity-driven selling pressure tied to vesting events for Bell .
Risks & Red Flags
- Governance: Controlled-company structure; CEO is Chair; Compensation Committee includes executives; no nominating committee; limited independence. Hedging policy beyond insider trading not adopted; no disclosed clawback or stock ownership guidelines—all reduce alignment and oversight rigor .
- Pay design: Cash-heavy, discretionary compensation with no LTIP performance vehicles (PSUs/RSUs/options) in 2023–2024 diminishes pay-for-performance alignment and long-term retention linkage .
Investment Implications
- Alignment: Bell’s disclosed equity stake is minimal and the company lacks formal anti-hedging/anti-pledging policies and ownership guidelines, weakening alignment indicators; however, employee-director status and long tenure in operations may anchor retention even absent formal contracts .
- Incentives and signals: The absence of LTIP performance equity and reliance on discretionary bonuses (except AWMS) limit incentive transparency and could mute positive trading signals typically associated with PSU/RSU frameworks and explicit KPI targets .
- Governance discount risk: Controlled-company exemptions, CEO/Chair combination, and a non-independent Compensation Committee (with executives) are governance factors that can warrant a valuation discount and increase the risk of perceived pay misalignment despite the 2025 say-on-pay approval .
- Operating track: Company TSR improved in 2024 vs 2023 and multi-year revenue/EBITDA expanded; continued execution at the club/resort operations under Bell’s leadership supports the operating thesis, but improved compensation governance and LTIP design would strengthen investor confidence in long-term alignment .
S&P Global disclaimer for financials: Values marked with an asterisk in the performance tables were retrieved from S&P Global.