Paul Boynton
BRINKSAbout Paul G. Boynton
Paul G. Boynton, age 60, is an independent director of The Brink’s Company (BCO) serving since 2010 (15 years’ tenure). He is Chair of the Finance & Business Development Committee and a member of the Compensation & Human Capital Committee, bringing executive-level international operations, strategic business development, risk management, regulatory compliance, and sales/marketing experience from prior CEO/chair roles at Rayonier Advanced Materials Inc. and Rayonier Inc.
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Rayonier Advanced Materials Inc. (NYSE: RYAM) | President & CEO; Chairman; Vice Chair; Executive Advisor | CEO 2014–2021; Chairman 2014–2020; Vice Chair Jan–May 2022; Executive Advisor Jun–Dec 2022 | Led global operations in high-value cellulose/packaging; strategy, risk, regulatory compliance; sales/marketing |
| Rayonier Inc. | President & CEO; Chairman | CEO Jan 2012–Jun 2014; Chairman May 2012–Jun 2014 | Oversaw forest resources/real estate; strategic execution |
| National Council for Air and Stream Improvement (NCASI) | Board of Governors & Executive Committee (prior) | Not specified | Environmental/industry governance involvement |
| National Association of Manufacturers | Board Member (prior) | Not specified | Industry advocacy and governance |
| Federal Reserve Bank of Atlanta – Jacksonville Branch | Director | 2017–2022 | Regional financial oversight and policy input |
External Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| American Forests | Director | Current | Non-profit board service |
| Jacksonville University | Board of Trustees | Current | Academic governance |
| Chang Robotics Fund | Managing Director | Current | Technology investing/oversight |
No current public company directorships beyond Brink’s disclosed; mitigates interlocks with industry competitors/customers/suppliers.
Board Governance
- Committee assignments: Chair, Finance & Business Development Committee; Member, Compensation & Human Capital Committee. Committee meeting frequency in 2024: Finance (5), Compensation (5).
- Independence: Board determined Boynton is independent under NYSE standards; all standing committees are 100% independent.
- Attendance/engagement: Board met 5 times in 2024; all incumbent directors attended at least 75% of Board/committee meetings; all directors attended the 2024 Annual Meeting; independent directors meet in executive session regularly.
- Board effectiveness: Annual Board/committee/individual evaluations, periodic external facilitator; continuing director education launched in 2024 on topics including regulatory enforcement and AI.
- Related-party transactions: None identified in 2024 and none proposed currently.
Fixed Compensation (Non-Employee Director – 2024)
| Component | Amount | Notes |
|---|---|---|
| Fees earned or paid in cash | $42,500 | Reflects cash portion; directors may elect to receive retainers in stock/deferred units. |
| All other compensation | $10,349 | Includes $10,000 charitable match and ~$349 perquisites related to Board meeting attendance. |
| Total cash and other | $52,849 | Sum of above. |
| Equity (stock awards) | $149,921 | 2024 DSU annual grant (value at grant). |
| Total compensation | $202,769 | Cash + equity + other. |
Program reference (applies to all non-employee directors as of Dec 31, 2024):
- Annual cash retainer: $85,000; DSUs (annual grant): $150,000; Committee chair retainers: Audit $25,000; Compensation $20,000; Corporate Governance $15,000; Finance $15,000; Non-chair committee retainers: Audit $12,500; Compensation $10,000; Corporate Governance $7,500; Finance $7,500. Special meeting fees if >5 additional meetings: $1,750 in-person; $1,500 telephonic.
Performance Compensation
| Equity Award | Grant Date | Number of Units | Fair Value | Vesting Schedule | Performance Condition |
|---|---|---|---|---|---|
| Deferred Stock Units (DSUs) | May 2, 2024 | 1,705 | $149,921 | Vest on first anniversary; settle 1-for-1 in common stock | None (time-based) |
- Directors may defer cash retainers/fees and equity into plan accounts; DSUs generally forfeited if director leaves before vesting.
- No options granted to directors in 2024; plan permits equity types but annual director equity/cash combined grant date value capped at $750,000.
Other Directorships & Interlocks
| Entity Type | Current Public Boards | Prior Public Boards | Private/Non-profit Boards |
|---|---|---|---|
| Summary | None disclosed | Served on Federal Reserve Bank of Atlanta – Jacksonville Branch Board | American Forests; Jacksonville University (Trustee); Chang Robotics Fund (MD) |
No disclosed interlocks with direct competitors, suppliers, or customers of Brink’s; low conflict risk.
Expertise & Qualifications
- Executive leadership across global operations; strategic M&A/business development; risk management and regulatory compliance; sales and marketing.
- Experience aligned to Brink’s needs (finance/operations/industry exposure per Board’s skills framework).
Equity Ownership
| Ownership Item | Amount | Notes |
|---|---|---|
| Beneficially owned common shares | 36,162 | As of March 3, 2025; less than 1% of class. |
| Other units held (DSUs/deferrals/DSAP) | 17,675 | As reported in Stock Ownership table. |
| DSUs credited (cumulative) | 39,476 | As of Dec 31, 2024 (director compensation section). |
| Shares acquirable within 60 days | 14,361 | Upon settlement of DSAP/deferral units per footnote. |
| Stock ownership guideline | 5× annual Board cash retainer; must hold ≥50% of shares until compliant. | |
| Hedging/pledging | Prohibited for directors and executive officers. |
Governance Assessment
- Strengths: Independent status; committee leadership (Finance Chair) with direct oversight of capital structure/dividends/strategic transactions; steady engagement (committee meeting cadence; executive sessions); robust director education and evaluations; director pay largely in equity (DSUs) supporting alignment.
- Pay structure: Annual DSU grant ($150k), ability to elect equity in lieu of cash; Boynton’s 2024 mix was majority equity ($149,921 stock vs. $42,500 cash), signaling alignment; perquisites minimal and transparent (charitable match, limited meeting travel).
- Policies reducing conflict risk: Formal related-party transaction review (none in 2024); insider trading controls; clawbacks (DFA and supplemental); anti-hedging/pledging; overboarding limits (≤3 other public boards for non-employee directors).
- Shareholder sentiment: 2024 Say‑on‑Pay approval >97% indicates broad support for compensation governance (applies to NEOs, informs overall governance environment).
RED FLAGS
- None disclosed specific to Boynton: no related-party transactions; no pledging/hedging; no excessive perquisites; no option repricing. Governance policies and independence mitigate conflict risk.