Kenneth Krieg
BWX TechnologiesAbout Kenneth J. Krieg
Kenneth J. Krieg (age 64) is an independent director of BWX Technologies, Inc., serving since 2016. He is Founder and Principal of Samford Global Strategies and formerly served as Under Secretary of Defense for Acquisition, Technology and Logistics (AT&L), overseeing the DoD acquisition system and major R&D, test, production, logistics, nuclear/chemical/biological matters; he has also held various senior roles at the DoD, White House/NSC, and was VP/GM at International Paper Realty. He currently serves on the board of Leonardo DRS, Inc. (since Nov. 2022) and previously served on boards of Tempus Applied Solutions Holdings (2014–2016) and API Technologies (2011–2016). BWXT has determined Krieg is independent; the Board is 90% independent with an independent Chair and a 12‑year director tenure limit measured from the 2015 spin-off.
Past Roles
| Organization | Role | Tenure | Committees / Impact |
|---|---|---|---|
| U.S. Department of Defense | Under Secretary of Defense for Acquisition, Technology and Logistics | 2005–2007 | Advised SecDef on acquisition, R&D, test/eval, production, logistics, installations, military construction, environmental security, nuclear/chemical/biological; significant oversight of major programs and procurement priorities |
| U.S. Department of Defense | Special Assistant to the Secretary; Director for Program Analysis & Evaluation; Executive Secretary of the Senior Executive Council | Not disclosed | Senior policy/analysis roles supporting enterprise oversight and strategic resource allocation |
| International Paper Realty Inc. | Vice President and General Manager | Not disclosed | Led business operations as VP/GM |
| White House / National Security Council Staff / Office of the Secretary of Defense | Various defense/foreign policy assignments | Not disclosed | Senior national security policy roles |
External Roles
| Organization | Role | Tenure |
|---|---|---|
| Leonardo DRS, Inc. | Director | Since Nov. 2022 |
| Tempus Applied Solutions Holdings, Inc. | Director | 2014–2016 |
| API Technologies, Inc. | Director | 2011–2016 |
| Other current public company boards (count) | — | 1 (Krieg) |
Board Governance
- Committee assignment: Governance Committee member (Chair is Nicole W. Piasecki); the Governance Committee met 7 times in 2024 and is 100% independent. Krieg’s attendance was 100% for Board and committee meetings in 2024.
- Independence: Krieg is independent under BWXT’s categorical NYSE‑aligned standards; Board is 90% independent and chaired by an independent director.
- Tenure / refresh: BWXT has a 12‑year director tenure limit (measured from July 1, 2015 spin‑off) to encourage refreshment; Krieg has served since 2016.
- Governance practices: Majority voting with contingent resignation policy; regular executive sessions; robust stock ownership guidelines; no hedging/pledging; no poison pill; committees may engage independent advisors.
Fixed Compensation
| Component (Director) | 2024 Amount | Notes |
|---|---|---|
| Annual cash retainer | $90,000 | Paid quarterly; Krieg elected to defer 100% of his cash retainer in 2024 under SERP/deferral program |
| Committee chair fees | $0 | Governance Chair fee is $15,000, but Krieg is not Chair |
| Meeting fees | $0 | No per‑meeting fees disclosed |
| Stock award (RSUs) | $154,965 | 1,592 RSUs granted on May 3, 2024 at $97.34; vested immediately; Krieg elected to defer 100% of stock award |
| Option awards | $0 | No options granted to directors in 2024 |
| All other compensation | $0 | Travel reimbursement policy exists; no incremental costs reported in 2024 |
| Total 2024 director pay | $244,965 | Fees + stock award |
Additional alignment:
- Director stock ownership guideline: 5× annual cash retainer; all directors have achieved or are in process, per Governance Committee review.
Performance Compensation
| Performance link | Status | Evidence |
|---|---|---|
| Performance metrics tied to director equity (e.g., TSR, EBITDA, ROIC) | None | Director RSUs vest immediately on grant; no options to directors in 2024 |
Other Directorships & Interlocks
- Current: Leonardo DRS director (defense supplier). BWXT’s Audit & Finance and Governance Committees review transactions with entities affiliated with directors; in 2024 there were no related‑party transactions >$120,000 involving directors or their affiliates.
- Compensation Committee interlocks: Krieg was a former member of the Compensation Committee during 2024; no interlocks or insider participation issues identified (no BWXT officers served on other companies’ committees that overlapped with BWXT directors).
Expertise & Qualifications
- Board skills matrix: Krieg has expertise/experience in Government/Nuclear/Manufacturing, Technology/Scientific, Governance, International; risk management marked as experience; and one current public company board.
- Narrative qualifications: Extensive DoD acquisition and program oversight experience and insight into U.S. Government priorities (BWXT’s largest customer).
Equity Ownership
| Holder | Shares Beneficially Owned | Shares Deferred | As-of Date | Notes |
|---|---|---|---|---|
| Kenneth J. Krieg | 20,869 | — | March 6, 2025 | Footnote indicates these beneficially owned shares represent vested RSUs and accrued dividend equivalents that he elected to defer, counted as beneficial due to immediate acquisition upon termination. |
| All directors & officers (group) | <1% of outstanding | 30,824 deferred shares | March 6, 2025 | Group beneficial ownership <1% of common stock. |
Ownership alignment and restrictions:
- Directors must hold stock equal to 5× annual retainer; Governance Committee reviews compliance.
- Hedging, pledging, margin accounts, and short sales are prohibited for directors.
Governance Assessment
- Alignment and attendance: Krieg attended 100% of Board/committee meetings in 2024; he deferred 100% of his cash and stock fees, and RSUs vest immediately, reinforcing long‑term equity alignment under the 5× retainer guideline.
- Committee effectiveness: As a Governance Committee member, Krieg participates in oversight of corporate responsibility, cybersecurity/AI, director nominations, board self‑evaluation, succession, and human capital disclosures; the committee met 7 times in 2024.
- Shareholder signals: Say‑on‑pay received 99.03% support at the 2024 annual meeting, and the company engaged holders representing ~58% of outstanding shares, with ~9% requesting meetings; feedback informs governance and compensation.
- Risk/controls: Strong policies include majority voting with contingent resignations, clawbacks exceeding NYSE standards, no hedging/pledging, no poison pill, no CIC tax gross‑ups, and a 12‑year director tenure limit to promote refreshment.
RED FLAGS
- Related‑party and interlocks: None observed; 2024 disclosed no related‑party transactions >$120k and no concerning compensation committee interlocks.
- Attendance/engagement: Strong; 100% attendance.
- Hedging/pledging: Prohibited by policy.