David M. Poppe
About David M. Poppe
Independent director of Central Securities Corporation since 2020; age 60. Poppe is President of Giverny Capital Asset Management (since 2020), and previously served as CEO (2016–2018) and President (2006–2016) of Ruane, Cunniff & Goldfarb, investment adviser to Sequoia Fund, where he was also a Director and Co‑manager (2006–2016). Tenure on CET’s board: 5 years as of the 2025 proxy; core credentials include long‑tenured public markets investing and corporate governance experience.
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Ruane, Cunniff & Goldfarb (RCG) | Chief Executive Officer | 2016–2018 | Led investment adviser to Sequoia Fund; governance and investment oversight. |
| Ruane, Cunniff & Goldfarb (RCG) | President | 2006–2016 | Senior leadership; portfolio and firm management. |
| Sequoia Fund | Director & Co‑manager | 2006–2016 | Portfolio management and board oversight. |
| Private investor | Investor | 2018–2020 | Continued professional investing between RCG and Giverny. |
External Roles
| Organization | Role | Tenure | Notes |
|---|---|---|---|
| Giverny Capital Asset Management | President | 2020–present | Asset management leadership; no CET‑disclosed related‑party transactions. |
Board Governance
- Committee assignments: Member, Audit Committee; Member, Compensation & Nominating Committee. No chair roles disclosed.
- Independence: Classified as independent under NYSE American standards and not an “interested person” under the Investment Company Act; CET’s interested directors are Hill, Kidd, and Kidd IV.
- Attendance: In 2024, all directors attended ≥75% of Board and committee meetings; in 2023, Poppe attended 73% (fell below 75%).
- Board leadership: Chairman is Wilmot H. Kidd; Lead Independent Director is L. Price Blackford. Executive sessions of independent directors occur at least quarterly.
- Annual meeting engagement: Directors attended CET’s 2023 and 2024 annual meetings.
| Meeting Cadence | 2023 | 2024 |
|---|---|---|
| Board meetings (count) | 8 | 8 |
| Audit Committee meetings (count) | 2 | 2 |
| Compensation & Nominating Committee meetings (count) | 1 | 1 |
| Attendance | 2023 | 2024 |
|---|---|---|
| David M. Poppe attendance | 73% | ≥75% (all directors) |
Fixed Compensation
- Structure: Non‑officer directors receive a $40,000 annual retainer; $1,000 per Board meeting; $1,000 per committee meeting; Lead Independent Director receives an additional $10,000 retainer; out‑of‑pocket expenses reimbursed.
| Director Compensation (USD) | 2023 | 2024 |
|---|---|---|
| Aggregate compensation for David M. Poppe | $48,000 | $49,000 |
Performance Compensation
- CET discloses no equity grants (RSUs/PSUs), options, or performance‑based pay for non‑officer directors; director compensation is cash‑based via retainers and meeting fees. No director performance metrics or vesting schedules are disclosed.
| Performance Metric | 2023 | 2024 |
|---|---|---|
| Equity awards (RSUs/PSUs) | Not disclosed/None | Not disclosed/None |
| Option awards | Not disclosed/None | Not disclosed/None |
| Performance metrics tied to pay (TSR, revenue, ESG, etc.) | Not disclosed/None | Not disclosed/None |
| Vesting schedules | Not disclosed/None | Not disclosed/None |
Other Directorships & Interlocks
- CET biography lists no current public company directorships for Poppe in the past five years; prior public company board service disclosed relates to Sequoia Fund outside the five‑year window.
| Company | Role | Years | Interlock/Conflict Notes |
|---|---|---|---|
| None disclosed (past five years) | — | — | No interlocks or conflicts disclosed in CET filings. |
Expertise & Qualifications
- Investment leadership: President of Giverny; two decades at RCG; co‑managed Sequoia Fund; brings deep research and portfolio management experience.
- Governance: Prior director experience and senior management roles provide corporate governance expertise to CET’s board.
Equity Ownership
| Beneficial Ownership | Dec 31, 2023 | Dec 31, 2024 |
|---|---|---|
| Shares owned (Poppe) | 14,171 | 14,838 |
| Percent of class | <1% (28,387,828 shares outstanding) | <1% (28,935,676 shares outstanding) |
| Dollar range of ownership | Over $100,000 | Over $100,000 |
Insider Trades
| Filing Date | Form | Summary | Citation |
|---|---|---|---|
| 03/29/2023 | Form 4 | Central Securities Corp (Issuer); filing by David M. Poppe; attorney‑in‑fact listed as Marlene A. Krumholz. Transaction details available in SEC filing. |
Shareholder Voting Signal (2025)
| Director | Votes For | Withheld |
|---|---|---|
| David M. Poppe | 22,232,695 | 2,557,040 |
Governance Assessment
- Strengths: Independent status; service on both Audit and Compensation & Nominating Committees; meaningful personal share ownership with “Over $100,000” dollar range supports alignment; consistent board/committee engagement in 2024.
- Red flags: Attendance below 75% in 2023 (73%); attention warranted to ensure sustained engagement.
- Compensation alignment: Cash‑only director pay with no equity or performance‑linked awards reduces pay‑for‑performance signals but also minimizes potential equity‑related conflicts; compensation structure is transparent and modest.
- Potential conflicts: Current role at Giverny Capital Asset Management is an external asset management position; CET filings disclose no related‑party transactions or conflicts involving Poppe. Continue monitoring for any future overlap between CET portfolio holdings and entities affiliated with Giverny.
- Investor sentiment: 2025 vote shows substantial support with 22.23M votes for and 2.56M withheld; continued monitoring of withheld trends advisable.