Daniel E. Schueller
BROADWINDAbout Daniel E. Schueller
Daniel E. Schueller (age 62) is President, Broadwind Heavy Fabrications, Inc., serving in this role since May 2019; he previously served twice as President of Brad Foote Gear Works (2010–2013; 2016–2019) and held senior roles at Federal Signal and Vactor Manufacturing. He holds a B.S. in Mechanical Engineering Technology (Milwaukee School of Engineering) and an MBA (St. Ambrose University), and currently serves on the Board of Directors of HCC Inc. . Company context: 2024 operating income was $4.2 million on $143 million of revenue, while liquidity stood at ~$33 million; 2024 compensation “say‑on‑pay” support was 85% . Pay programs emphasize EBITDA, revenue diversification, and cash conversion cycle (CCC), with 2022–2024 LTIP performance RSUs certified at 200% of target based on the company’s Performance Index (PI) formula .
Past Roles
| Organization | Role | Years | Strategic impact |
|---|---|---|---|
| Broadwind Heavy Fabrications, Inc. | President | May 2019–Present | Leads towers/heavy fabrications segment execution and diversification . |
| Brad Foote Gear Works, Inc. | President | May 2016–Apr 2019 | Ran custom gear manufacturing; segment leadership continuity . |
| Brad Foote Gear Works, Inc. | President | Apr 2010–Mar 2013 | Led operations during earlier tenure . |
| Federal Signal Corporation | VP, Parts & Service | 2013–2016 (interim between Brad Foote tenures) | Aftermarket growth and service execution . |
| Bronto Skylift Oy Ab (Federal Signal subsidiary) | Vice President | 2013–2016 | International leadership in aerial equipment manufacturing (Tampere, Finland) . |
| Vactor Manufacturing Inc. (Federal Signal) | VP/GM; VP/GM Parts & Service | Mar 2003–Apr 2010 | Product/parts leadership across Environmental Solutions Group . |
| Tecumseh Engines | Manufacturing roles | Not disclosed | Early manufacturing experience . |
| Case New Holland | Manufacturing roles | Not disclosed | Early manufacturing experience . |
External Roles
| Organization | Role | Years | Notes |
|---|---|---|---|
| HCC Inc. | Director | Current | Board member at agricultural components supplier . |
| Illinois Manufacturing Excellence Center | Advisory Board | Prior | Advisory role on manufacturing excellence . |
Fixed Compensation
| Year | Base Salary | Target Bonus % | Actual Bonus Paid |
|---|---|---|---|
| 2025 | $279,851 | Not disclosed | Not disclosed . |
| 2024 | $273,025 | Not disclosed | $40,887 . |
| 2023 | $269,423 | Not disclosed | $137,985 . |
Notes:
- 2025 base salaries were adjusted; STIP and LTIP structures unchanged vs 2024 .
- Perquisites are minimal; 2024 “All Other Compensation” for Schueller comprised $10,921 401(k) match and $200 insurance premiums .
Performance Compensation
2024 Short-Term Incentive Plan (STIP)
Structure: 50% EBITDA, 25% Diverse Revenue, 25% CCC; for Schueller, each component is split 50% Heavy Fabrications segment and 50% Consolidated .
| Metric | Scope | Weight | Target | Actual | Payout for Component |
|---|---|---|---|---|---|
| EBITDA | Consolidated | 25% | $16.351m | $13.325m | 55.4% . |
| EBITDA | Heavy Fabrications | 25% | $12.224m | $11.936m | 94.4% . |
| Diverse Revenue | Consolidated | 12.5% | $71.251m | $44.409m | 0.0% . |
| Diverse Revenue | Heavy Fabrications | 12.5% | $41.136m | $23.481m | 0.0% . |
| Cash Conversion Cycle (CCC, lower is better) | Consolidated | 12.5% | 58 days | 72 days | 0.0% . |
| Cash Conversion Cycle (CCC) | Heavy Fabrications | 12.5% | 26 days | 58 days | 0.0% . |
Result: Schueller’s 2024 STIP payout was $40,887, reflecting mixed EBITDA performance and misses on diversification and CCC efficiency goals .
Long-Term Incentive Plan (LTIP) – RSUs
- Design: mix of time-based RSUs (3-year ratable vesting) and performance-based RSUs that vest in full after a 3-year performance period based on a Performance Index (PI) derived from EBITDA, target multiple, net debt, and share count .
- 2022–2024 LTIP performance cycle: achieved 200% of target for performance-based RSUs .
| Grant Year | Award Type | Shares Granted (Schueller) | Vesting |
|---|---|---|---|
| 2024 | Time-based RSUs | 18,068 | Vests in 3 equal annual installments, years 1–3 from grant . |
| 2024 | Performance-based RSUs | 22,083 | Vests in full at 3 years if PI goals achieved . |
| 2023 | Time-based RSUs | 11,666 | 3-year ratable vesting . |
| 2023 | Performance-based RSUs | 14,258 | 3-year cliff vest, subject to PI . |
| 2022 | Time-based RSUs | 19,680 | 3-year ratable vesting . |
| 2022 | Performance-based RSUs | 24,053 | 3-year cliff; performance certified at 200% PI (unearned units track at 200%) . |
Outstanding at 12/31/2024 (market value uses $1.88/share):
- Unvested time-based RSUs: 18,068 (2024, $33,968), 7,778 (2023, $14,623), 6,560 (2022, $12,333) .
- Unearned performance-based RSUs: 22,083 (2024, $41,516), 14,258 (2023, $26,805), 48,106 (2022, $90,439; reflects 200% PI achievement) .
- No options outstanding for NEOs as of 12/31/2024 .
Equity Ownership & Alignment
| Item | Detail |
|---|---|
| Total beneficial ownership | 174,598 shares; <1% of outstanding . |
| Vested vs unvested | See Outstanding Equity table above; time-based in 1/3 annual tranches; performance RSUs 3-year cliff . |
| Options (exercisable/unexercisable) | None outstanding . |
| Hedging/Pledging | Prohibited for directors/officers; pre‑clearance required for any company securities transactions . |
| Stock ownership guidelines | Executive officers must hold shares equal to a multiple of salary: CEO 5x, CFO 3x, all other executive officers 1x; all executives/directors are in compliance . |
Employment Terms
| Provision | Key terms |
|---|---|
| Agreement type | Severance and non‑competition agreement (non-CEO template) . |
| Non‑compete / non‑solicit | 12 months post‑termination . |
| Severance (no CIC) | If terminated without Cause and employed ≥12 months: lump‑sum equal to 12 months base salary . |
| Severance (within 1 year post‑CIC) | Lump‑sum equal to 18 months base salary (double‑trigger: CIC plus qualifying termination) . |
| Bonus/benefits in severance | Standard accrued pay and earned bonus provisions; equity per applicable award agreements . |
| Clawback | Company will recover incentive comp upon applicable accounting restatements per SEC/NASDAQ rules . |
| Anti‑hedging/pledging | Hedging and pledging of company stock prohibited for designated persons . |
Performance & Track Record Context
Annual fundamentals during Schueller’s Heavy Fabrications presidency (USD):
| Metric | FY 2020 | FY 2021 | FY 2022 | FY 2023 | FY 2024 |
|---|---|---|---|---|---|
| Revenues | $198,496,000* | $145,619,000* | $176,759,000* | $203,477,000* | $143,136,000* |
| EBITDA | $6,701,000* | $(6,258,000)* | $(547,000)* | $17,522,000* | $10,909,000* |
Values retrieved from S&P Global.*
Additional company context:
- 2024 highlights: $4.2m operating income on $143m revenue; strong liquidity (~$33m) as of year-end; record orders/backlog in Industrial Solutions .
- Pay‑versus‑performance TSR indicator (value of initial fixed $100 investment): $22.57 (2022), $34.93 (2023), $23.71 (2024) .
Compensation Structure Analysis
- Cash vs equity mix: 2024 total comp for Schueller declined to $434,244 from $524,803 in 2023, driven by lower STIP payout ($40,887 vs $137,985), while equity grant values were relatively stable ($109,211 vs $106,418) .
- Performance rigor/signals: 2024 STIP paid 0% on Diverse Revenue and CCC, indicating tighter working‑capital discipline and customer/product diversification hurdles; EBITDA paid modestly (55.4% consolidated; 94.4% Heavy Fabrications) .
- LTIP performance: 2022–2024 performance RSUs certified at 200% based on PI, aligning long‑term awards to stockholder value creation formula; 2024/2025 structures remained in place (PI, mix of time‑ and performance‑based RSUs) .
- Peer benchmarking and say‑on‑pay: Compensation committee uses a customized small‑cap industrial/energy peer set; 2024 say‑on‑pay support was 85% .
Risk Indicators & Red Flags
- Hedging/pledging: Prohibited for executives; trading requires pre‑clearance—reduces alignment risks from hedging/pledging .
- Related party transactions: None above disclosure thresholds since Jan 1, 2024 .
- Tax gross‑ups: No excise tax gross‑ups on CIC benefits; perquisites are limited .
- Clawback: Updated to SEC/NASDAQ standards—restatement‑based recovery of incentive compensation .
Equity Vesting and Potential Selling Pressure
- Time‑based RSUs vest in equal annual thirds over three years from grant; performance‑based RSUs vest in full after three years if PI goals are achieved .
- The 2022 performance cycle achieved 200% of target; related RSUs (shown as 48,106 “unearned” at 12/31/2024) are positioned to settle upon plan certification, creating potential near‑term share delivery and possible selling pressure depending on personal diversification choices .
Compensation Peer Group (Benchmarking)
American Superconductor; Argan, Inc.; DMC Global Inc.; Eastern Company; Graham Corporation; Hurco Companies, Inc.; Natural Gas Services; Orion Energy Systems; Perma‑Pipe International Holdings, Inc.; Preformed Line Products Company; Twin Disc, Incorporated .
Say‑on‑Pay & Shareholder Feedback
- 2024 say‑on‑pay support: 85%; the committee maintained program design, citing alignment and market competitiveness .
- Ownership guidelines: All executives/directors currently compliant with stock ownership guidelines .
Investment Implications
- Alignment: Schueller’s pay mix is equity‑heavy with multi‑year performance RSUs (PI‑based), strong stock ownership rules, and anti‑hedging/pledging—indicating solid alignment with shareholders .
- Execution focus: 2024 STIP outcomes highlight continued need to diversify revenue and improve working‑capital efficiency, while EBITDA execution in the Heavy Fabrications segment remained relatively strong vs targets .
- Retention risk: Moderate; non‑CEO severance is 12 months of base (18 months upon double‑trigger CIC) and a 12‑month non‑compete/non‑solicit—reasonable protections but not outsized .
- Trading overhang: Settlement of 2022 performance RSUs at 200% achievement could modestly increase near‑term share supply from executive equity delivery, though hedging/pledging prohibitions and ownership guidelines temper misalignment risk .
- Governance quality: Strong shareholder practices (clawback, no CIC tax gross‑ups, limited perqs, anti‑hedging/pledging) and solid say‑on‑pay support reduce governance discount risk .