Virginia Grebbien
About Virginia Grebbien
Virginia L. Grebbien (age 62) was appointed to Bowman Consulting Group Ltd.’s Board as a Class II independent director in April 2025 (the proxy notes April 5, 2025; the Company’s 8‑K reports Board action on April 3, 2025). Her term runs until the 2026 annual meeting. She is a registered professional engineer (California) with 30+ years in the public and private water sectors and held multiple senior leadership roles at Parsons Corporation from 2008 until her 2021 retirement. She holds a B.S. in civil engineering from Cal Poly Pomona .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Parsons Corporation (NYSE: PSN) | EVP Business Development – Global Water; President, Parsons Water; President, Parsons Environment & Infrastructure; Chief of Staff to CEO; Chief Marketing Officer; Chief Corporate Affairs Officer | 2008 – 2021 (retired Apr 2021) | Helped lead 2019 IPO; instrumental in corporate transformation and re-branding to a global digital technology company . |
| Orange County Water District; West Basin & Central Basin Municipal Water District; Metropolitan Water District of Southern California | Senior leadership roles | Pre‑2008 | Authored/advanced natural resources legislation; policy influence in large-scale infrastructure and water solutions . |
| Warburg Pincus (PE) | Worked on water and energy projects | Prior to 2008 (3 years) | Project leadership in water/energy investments . |
External Roles
| Organization | Role | Tenure | Notes/Committees |
|---|---|---|---|
| Liberty Utilities West Regional Board | Independent Director | Not disclosed | Listed as a current independent directorship in Company press materials . |
| WaterReuse Association | President, Board of Directors | Not disclosed | Also founding president of the WaterReuse Research Foundation . |
| Santa Ana Watershed Project Authority; California Urban Water Agencies; ACWA Groundwater; Southern California Water Committee; Delta Task Force | Board/appointed roles | Not disclosed | Appointed Santa Ana River Watermaster by Orange County Superior Court . |
Board Governance
- Independence: The Board determined Ms. Grebbien is independent under Nasdaq rules .
- Committee assignments: Compensation Committee and Nominating & Corporate Governance Committee, effective May 23, 2025 .
- Board structure: Combined Chair/CEO; Board periodically evaluates separating roles or adding a Lead Independent Director to enhance oversight .
- Executive sessions: Independent directors meet in executive session at each regular Board meeting and at least twice per year .
- Attendance baseline: In 2024 the Board held 6 meetings; each director then on the Board attended ≥75% of Board and committee meetings. Ms. Grebbien joined in 2025, so 2024 attendance does not apply to her .
Fixed Compensation
| Component (2025 unless noted) | Amount | Terms / Notes |
|---|---|---|
| Annual Board Cash Retainer | $67,500 | Approved Feb 7, 2025; paid in quarterly installments . |
| Committee Member Retainers | $6,000 each (Comp; N&CG) | For non‑chair membership on Compensation and Nominating & Corporate Governance Committees . |
| Meeting Fees | None disclosed | No per‑meeting fees; compensation delivered as retainers and equity . |
Note: 2024 director program for context — Board retainer $50,000; committee chairs: Audit $15,000; Comp $10,000; N&CG $10,000; committee members: Audit $10,000; Comp $5,000; N&CG $5,000 .
Performance Compensation
| Award | Grant/Effective Date | Value | Vesting | Notes |
|---|---|---|---|---|
| Initial Director Stock Award | Apr 2025 (upon joining; Company recorded April 11, 2025 grant of 5,326 RS) | $132,500 | 1‑year cliff | One‑time onboarding grant; restricted stock . |
| Annual Director Stock Award (2025) | May 23, 2025 | $132,500 | 1‑year cliff | Annual award effective after the second quarterly Board meeting; Form 4 filed May 27, 2025 . |
- Equity awards for directors vest based on continued service (no performance metrics). The Company’s director program specifies the annual stock award level (2025: $132,500) and onboarding grant equal to the annual award upon appointment .
Performance metrics table (director pay): Not applicable — director equity is service‑based RS and not tied to financial/ESG metrics .
Other Directorships & Interlocks
| Entity | Type | Role | Interlock/Conflict Notes |
|---|---|---|---|
| Liberty Utilities West Regional Board | Utility | Independent Director | No related‑party transactions with Bowman disclosed; Board affirmatively determined independence . |
| Multiple water-sector associations and authorities (see External Roles) | Non‑profit/agency | Board leadership/member | Governance and policy influence; no Bowman conflicts disclosed . |
The Company’s 8‑K discloses no transactions involving Ms. Grebbien requiring Item 404(a) related‑party disclosure and no family relationships .
Expertise & Qualifications
- Registered Professional Engineer (California); B.S. Civil Engineering, Cal Poly Pomona .
- Deep water resources, infrastructure, and public policy expertise; authored critical natural resources legislation; extensive executive experience in global engineering and technology transformation (Parsons IPO 2019) .
Equity Ownership
| Holder | Shares Beneficially Owned | Notes |
|---|---|---|
| Virginia L. Grebbien | 5,326 | One-time initial restricted stock award upon joining the Board on April 11, 2025 . |
- Ownership guidelines: Non‑employee directors must hold Company stock equal to 3x the annual cash retainer, measured annually at the meeting date; three‑year transition period from date of election (applies to Ms. Grebbien as a new director) .
- Anti‑hedging/short‑sale prohibition applies to directors through Company insider trading policy .
Insider Trades (Form 3/Form 4)
| Filing | Transaction Date | Security/Type | Quantity | Price/Value | Post-Transaction Ownership | Notes |
|---|---|---|---|---|---|---|
| Form 3 (Initial Statement) | Apr 2025 | Restricted Stock (onboarding) | 5,326 | Value set by program | Noted as initial award | One-time initial award upon joining the Board; subject to RS terms . |
| Form 4 | May 23, 2025 | Restricted Stock (annual director grant) | Not disclosed in summary | $132,500 value | N/A | Annual award vests in one year; Form 4 filed May 27, 2025 . |
Governance Assessment
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Strengths
- Independent director with sector-specific operating and policy expertise; positioned to add oversight depth on Compensation and Nominating & Corporate Governance committees .
- No related‑party transactions or family relationships; clean Item 404(a) disclosure enhances independence signal .
- Director compensation aligns with market; equity-heavy mix and stock ownership policy (3x retainer) support alignment with shareholders .
-
Watch items / potential red flags (structural)
- Combined Chair/CEO structure persists; Board says it is evaluating separation or a Lead Independent Director. Investors often prefer independent leadership for enhanced oversight .
- Company-level related party transactions involve the CEO and entities he controls (leasing, notes receivable, aircraft reimbursement), though these are subject to audit committee review and a formal related person transactions policy; none involve Ms. Grebbien .
-
Compensation governance hygiene
- Compensation Committee uses PwC as independent consultant; PwC also provides tax and internal audit services to the Company, with the committee determining no conflicts. Ms. Grebbien will join this committee; continued vigilance on advisor independence is prudent .
-
Engagement and attendance
- Board held 6 meetings in 2024 with ≥75% attendance by then‑serving directors; Ms. Grebbien joined in 2025 and will be evaluated going forward .
Overall signal: Ms. Grebbien’s appointment adds relevant infrastructure and public-policy expertise with independent status and equity alignment. Structural governance considerations (combined Chair/CEO) remain a portfolio‑level oversight factor but are not specific to her; no personal conflicts are disclosed .