Errol Glasser
CENTURY ALUMINUMAbout Errol Glasser
Errol Glasser, age 71, has served as an independent director of Century Aluminum Company since 2014 and currently chairs the Audit Committee while also serving on the Compensation, Governance & Nominating, and Health, Safety & Sustainability committees . He is a Chartered Accountant (SA) and has 40+ years of financial-sector experience; the Board has determined he is an “audit committee financial expert” under SEC rules, reflecting deep financial, accounting, and investment expertise .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Triangle Capital LLC | Partner & Co‑Founder | Since March 2005 | Corporate development and investment expertise; 40+ years in finance; Chartered Accountant (SA); Audit Committee financial expert designation |
| Regency Affiliates, Inc. (OTC Pink: RAFI) | Director | Since 2002 | Public company board experience; additional audit committee exposure |
| Darrow School | Trustee | Sept 2008–Feb 2020 | Non‑profit governance experience |
External Roles
| Company | Listing | Role | Start Date | Notes |
|---|---|---|---|---|
| Regency Affiliates, Inc. | OTC Pink: RAFI | Director | 2002 | Current public company directorship |
Board Governance
- Committee assignments: Audit (Chair); Compensation; Governance & Nominating; Health, Safety & Sustainability .
- Independence: Determined independent under Nasdaq and SEC rules; qualifies for committee independence standards and ISS Independent Outside classification .
- Attendance: 100% attendance at Board and all committee meetings on which he served in 2024; Board met 4 times .
- Committee activity levels: Audit (8 meetings), Compensation (5), Governance & Nominating (4), Health, Safety & Sustainability (5) in 2024 .
- Board leadership & executive sessions: Independent Chairman structure; independent directors met in executive session at least four times in 2024 .
- Audit Committee report: Signed by Glasser as Chair; oversight of auditor independence, internal controls, risk management, and financial reporting quality .
Fixed Compensation
| Component (2024) | Amount | Notes |
|---|---|---|
| Annual cash retainer | $45,000 | Standard for non‑employee directors |
| Audit Committee Chair retainer | $12,500 | Chair premium |
| Meeting fees (standard) | $2,000 per meeting | All Board and committee meetings |
| Meeting fees (chair premium) | $3,000 per Audit Committee meeting | Applies to Audit Committee Chair |
| Cash fees actually paid to Glasser | $129,500 | 2024 total cash fees |
Performance Compensation
| Component | Amount/Units | Vesting | Notes |
|---|---|---|---|
| Annual equity award (TVSUs) | $125,000 | Vests at earlier of 1 year or next annual meeting; immediate vesting at grant for age ≥65 | Program structure |
| 2024 stock awards (grant date fair value) | $125,210 | See above | Glasser elected to defer settlement until termination of Board service |
| Deferred stock awards outstanding (12/31/2024) | 107,424 units | Settled upon termination from Board | All TVSUs vested immediately due to age ≥65; unvested TVSUs: none |
Director equity grants are time‑vested stock units (TVSUs); no director performance metrics (e.g., TSR) are tied to these awards .
Other Directorships & Interlocks
- Current public company board: Regency Affiliates, Inc. (OTC Pink: RAFI) – Director since 2002 .
- Compensation Committee interlocks: None; no members were officers/employees of the Company; no cross‑director executive interlocks reported for 2024 .
Expertise & Qualifications
- Chartered Accountant (SA); designated “audit committee financial expert” under SEC rules .
- 40+ years financial-sector experience with substantial corporate development, accounting, and investment knowledge .
Equity Ownership
| Metric | Value | Notes |
|---|---|---|
| Total shares beneficially owned | 110,919 | Includes deferred TVSUs; individual directors own <1% |
| Ownership as % of shares outstanding | <1% | Based on 93,296,937 shares outstanding (Apr 21, 2025) |
| Deferred TVSUs included | 107,424 | Settlement deferred until termination from Board |
| Unvested TVSUs (12/31/2024) | — | Immediate vesting at grant for age ≥65 |
| Director stock ownership guideline | 25,000 shares within 5 years | Independent directors meet guideline or are within the timeframe |
| Hedging/pledging policy | Prohibited for directors | Company insider trading policy prohibits short sales, hedging, pledging, margin accounts |
Governance Assessment
- Board effectiveness and engagement: As Audit Committee Chair, Glasser led eight meetings and signed the Audit Committee Report, indicating active oversight of financial reporting, auditor independence, internal controls, and risk management; he also maintained 100% attendance across Board and committee obligations in 2024, signaling high engagement .
- Independence and alignment: Confirmed independent (Nasdaq/SEC/ISS), with substantial deferred stock holdings (107,424 TVSUs) and compliance with stock ownership guidelines—positive alignment with shareholder interests; hedging and pledging prohibited by policy .
- Related‑party oversight and potential conflicts (RED FLAG exposure managed): Century’s business has extensive transactions with Glencore (59.1% of 2024 consolidated sales; $277.9M purchases), and Glencore designates a non‑independent director; related‑party transactions are reviewed by the independent directors or Audit Committee under a formal policy. As Audit Chair, Glasser is central to this oversight—robust process mitigates risk, but concentration with Glencore remains a governance sensitivity for investors .
- Shareholder sentiment: 2024 say‑on‑pay received ~85% support; Board reports proactive shareholder engagement—supportive governance signal .
Overall, Glasser brings deep financial oversight capability and consistent engagement as Audit Chair. The key watchpoint is Century’s heavy commercial reliance on Glencore; investors should monitor the rigor of independent director review (which Glasser leads) of related‑party transactions and any changes in that concentration .