Ritsaart J.M. van Montfrans
Blink ChargingAbout Ritsaart J.M. van Montfrans
Independent Chairman of the Board at Blink Charging (BLNK), age 53, serving since December 2019 and appointed Chairman in May 2023. An experienced European entrepreneur, he founded EV charging leader NewMotion (acquired by Royal Dutch Shell) and brings deep EV infrastructure knowledge, M&A, and capital markets experience; he holds an MBA from the University of Groningen (Netherlands). Current role: CEO of Incision Group (medtech) since January 2017; prior roles include H2 Equity Partners (Partner), McKinsey & Co. (Engagement Manager), and J.P. Morgan (M&A associate) .
Past Roles
| Organization | Role | Tenure | Notes |
|---|---|---|---|
| NewMotion (acquired by Royal Dutch Shell) | Founder; CEO and International Business Development Director | Founded Feb 2009; served until Feb 2016 | Built leading EV service provider with largest charging network in Europe . |
| H2 Equity Partners | Partner | Sep 2002 – Feb 2009 | Private equity investing, Amsterdam . |
| McKinsey & Co. | Engagement Manager | May 1999 – Sep 2002 | Strategy/operations consulting, Amsterdam . |
| J.P. Morgan (London) | Associate, M&A Group | Not disclosed | Investment banking experience in M&A . |
External Roles
| Organization | Role | Tenure | Focus/Impact |
|---|---|---|---|
| Incision Group (Amsterdam) | Chief Executive Officer | Jan 2017 – present | Medtech scale-up in team performance and education . |
| ScaleUpNation (Amsterdam) | Co-founder; Leader | Feb 2016 – Jan 2017 | Growth accelerator for high-potential ventures . |
Board Governance
- Board leadership: Independent Chairman since May 2023; CEO role separated (CEO is Michael C. Battaglia) .
- Committee assignments (2025): Audit (member), Compensation (Chair), Nominating, Corporate Governance & Sustainability (member), Growth & Strategy (member) .
- Independence: Board determined non-employee directors (incl. van Montfrans) were independent under Nasdaq and SEC rules .
- Board and committee meeting cadence (2024): Board met 11 times; each director attended ≥75% of Board and committee meetings; Compensation Committee met 8 times; Audit Committee met 6 times; Nominating & CGS met 5 times; Government Affairs Committee met 1 time .
- Executive sessions: Independent directors meet in executive session typically at each regular in-person Board meeting .
Committee Memberships and Roles (2025)
| Committee | Member | Chair | Notes |
|---|---|---|---|
| Audit Committee | Yes | No | Board views Audit members as financially literate; audit oversight includes cybersecurity . |
| Compensation Committee | Yes | Yes | Oversees exec pay, incentive plans, SEC disclosures; met 8 times in 2024 . |
| Nominating, Corporate Governance & Sustainability | Yes | No | ESG oversight; committee met 5 times in 2024 . |
| Growth & Strategy | Yes | No | Established Jan 2025; oversees growth, strategy, government/regulatory affairs . |
Fixed Compensation
| Component | Amount | Frequency/Notes | Source |
|---|---|---|---|
| Annual cash retainer (non-employee director) | $80,000 | Payable quarterly . | |
| Chairman supplemental cash retainer | $30,000 | Payable quarterly . | |
| Committee chair fees | $15,000 (Audit Chair), $15,000 (Comp Chair), $10,000 (Nominating & CGS Chair), $10,000 (Growth & Strategy Chair) | Member fees: $7,500 (Audit), $5,000 (Comp), $5,000 (Nominating & CGS), $5,000 (Growth & Strategy) . | |
| Meeting fees | Eliminated under 2022 Board Plan (previously $1,500 in-person / $500 telephonic under 2017 plan) . | ||
| 2024 fees earned (van Montfrans) | $158,700 | Reflects chairman and committee roles . | |
| EV car allowance (Chairman) | $1,100/month | Commencing Aug 2023 . |
Performance Compensation
| Component | Grant Date | Instrument | Grant Size / Fair Value | Vesting | Notes |
|---|---|---|---|---|---|
| Annual director equity (standard) | On/around Mar 31 annually | RSUs | $150,000; Lead independent director receives additional $30,000 . | As per annual grant terms . | Equity awards capped at $200,000 (cash + equity) per year; no tax gross-ups . |
| 2024 director equity (van Montfrans) | Jul 18, 2024 | RSUs | 48,649 RSUs; $180,000 fair value . | Vest on earlier of Jul 18, 2025 or immediately preceding next annual meeting . | Granted under 2018 Incentive Compensation Plan . |
Executive Pay-For-Performance Oversight (2024 Bonus Program metrics chaired by Compensation Committee)
| Metric | Weight | Target | Achievement | Percent Achievement | Bonus Payout Contribution |
|---|---|---|---|---|---|
| Revenue | 20% | ≥$165M (excl. Blink Mobility) | $120.1M | 0% | 0% |
| Gross Margin | 20% | 37% by Q4 2024 | 35% | 50% | 10% |
| Adjusted EBITDA | 25% | Positive run rate by Dec 2024 (excl. Blink Mobility) | Not achieved; cost savings progress | 20% | 5% |
| Technology | 15% | Deploy Blink Global Network; new products; prototypes | Blink 2.0 network deployed NA & EU | 100% | 15% |
| Customer Satisfaction | 10% | Achieve industry average | PlugShare score not met | 0% | 0% |
| Spin-off of Blink Mobility | 10% | Spin-off by end of Q3 2024 | Form S-1 filed | 100% | 10% |
| Total | — | — | — | — | 40% initial; equity portion later reduced to 20% to adjust final payout to 30% overall . |
- Say-on-pay: 63% support at 2024 AGM; led to investor engagement and program changes (moving performance equity to three-year measurement starting 2025) .
Other Directorships & Interlocks
- Other public company directorships: None disclosed for van Montfrans in BLNK’s proxy biographies .
- Compensation Committee interlocks: None; no committee interlocks disclosed for 2024 .
Expertise & Qualifications
- EV charging domain expertise from founding and leading NewMotion, with broad industry relationships across Western Europe .
- Strategic and transactional experience (private equity, consulting, and investment banking) supporting Board oversight of M&A and capital markets .
- Education: MBA, University of Groningen (Netherlands) .
Equity Ownership
| Holder | Beneficial Shares | % Outstanding | Components | Notes |
|---|---|---|---|---|
| Ritsaart J.M. van Montfrans | 94,427 | <1% | Includes 48,649 RSUs issuable upon vesting | As of April 30, 2025; total BLNK shares outstanding: 102,717,131 . |
| Hedging/Pledging Policy | — | — | — | Directors/officers prohibited from hedging or pledging BLNK securities . |
Insider trades: Attempted to fetch Form 4 data via the insider-trades skill, but the request returned an authorization error; therefore, recent Form 4 activity for van Montfrans is not included (skill fetch_insider_trades.py returned 401). We relied on proxy ownership tables instead .
Board Governance Assessment
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Strengths:
- Independent Chairman with deep EV infrastructure and growth-company experience; separation of Chair and CEO roles enhances oversight .
- Robust committee engagement: Chair of Compensation and member of Audit, Nominating & CGS, and Growth & Strategy; committees led by independent directors .
- Clear prohibition on hedging/pledging; no related-party transactions reported since Jan 1, 2024; reinforces alignment and conflict controls .
- Responsive to shareholder feedback: 63% say-on-pay led to investor outreach and adoption of multi-year performance measurement for LTI starting 2025 .
-
Watch items / RED FLAGS:
- 2024 say-on-pay approval at 63% signals investor concern about pay structure/disclosures; active oversight and improved disclosure will remain important .
- Concentration of roles (Chairman and Compensation Committee Chair) places significant influence with one director; while compliant and independent, this warrants continued monitoring for balanced governance .
- Growth & Strategy Committee includes two management directors, which may reduce independence within that committee’s deliberations (committee purpose includes M&A and regulatory affairs) .
- Auditor transition in 2024 (to Grant Thornton) following an adverse ICFR opinion in 2023 (Marcum) is a company-level risk context; Audit Committee oversight remains critical .
Compensation Structure Analysis (Director)
- Shift from meeting-fee model (2017 plan) to fixed retainers (2022 plan) improved predictability and reduced meeting-driven pay variability .
- Equity emphasis increased to $150,000 in annual RSUs (plus $30,000 for lead independent), aligning director pay with shareholder outcomes; gross-ups eliminated for director equity .
- For van Montfrans specifically, 2024 compensation mix: $158,700 cash fees and $180,000 equity RSUs (48,649 units), consistent with chair/member supplements and annual equity awards .
Compensation Peer Group (Executive Benchmarking Context)
| Peer Group Companies | Notes |
|---|---|
| Allego N.V.; Beam Global; ChargePoint Holdings; EVgo, Inc.; Nuvve Holding Corp.; Tritium DCFC Limited; Wallbox N.V. | Korn Ferry engaged; target positioning typically between 25th–75th percentile; used for NEO and director benchmarking . |
Say-on-Pay & Shareholder Feedback
- 2024 say-on-pay support: ~63% of votes cast in favor; Compensation Committee engaged institutional holders (~17% of outstanding shares) and clarified LTI disclosures; structural change to three-year performance measurement for 2025 grants .
Related Party Transactions
- None reported since January 1, 2024 meeting the SEC threshold; Board policy requires full Board approval of material related-party transactions .
Employment & Contracts (Director)
- Not applicable; van Montfrans serves as a non-employee independent director and Chairman; director compensation governed by the 2022 Board Plan and 2018 Incentive Compensation Plan .
Governance Summary
Van Montfrans brings highly relevant EV charging industry and strategic expertise, serves as an independent Chairman and Compensation Committee Chair, and maintains broad committee engagement. The Board’s responsiveness to say-on-pay feedback and strengthened performance alignment are positive signals, while concentrated governance roles and committee independence in Growth & Strategy warrant ongoing monitoring. Hedging/pledging prohibitions and lack of related-party transactions support alignment and investor confidence .