Celso L. White
CF Industries HoldingsAbout Celso L. White
Independent director of CF Industries Holdings, Inc. since 2018; age 63. Former Global Chief Supply Chain Officer at Molson Coors (2013–2019) with prior senior roles at Molson Coors and Pepsi Cola. Serves on CF’s Corporate Governance & Nominating and Environmental Sustainability & Community committees; classified independent by NYSE standards. Education not specified in the proxy; attendance recorded at 100% for Board and committee meetings in 2024, supporting strong engagement .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Molson Coors Brewing Company | Global Chief Supply Chain Officer | 2013–2019 | Led end-to-end supply chain including procurement, operations, logistics, EHS, engineering, and innovation |
| Molson Coors Brewing Company | VP, International Supply Chain | 2010–2013 | Oversight of global supply chain functions |
| Pepsi Cola | VP & GM, Concentrate Operations (Americas and parts of Asia) | 2004–2010 | Responsible for concentrate operations across regions |
| Igniting Business Growth LLC | Co-founder & Co-CEO (consultancy) | 2020–2024 | Private consultancy leadership |
External Roles
| Organization | Role | Tenure | Notes / Potential Interlocks |
|---|---|---|---|
| Armada Acquisition Corp. I (SPAC) | Director | Aug 2021–Aug 2024 | FinTech-focused SPAC; business combination in Aug 2024; no direct CF industry overlap indicated |
| Armada Acquisition Corp. II (SPAC) | Director | 2024–Present | Focus on FinTech, SaaS, AI; no evident supplier/customer interlock with CF |
| Bradley University | Board of Trustees | Not disclosed | Non-profit/academic board role |
| Colorado UpLift | Board member | Not disclosed | Non-profit role |
| Children Center (Hilton Head, SC) | Board of Trustees | Not disclosed | Non-profit role |
Board Governance
- Independence: Classified as independent; CF Board committees are 100% independent .
- Committee assignments: Corporate Governance & Nominating; Environmental Sustainability & Community .
- Attendance: 100% of Board and committee meetings in 2024 (Board-wide) .
- Leadership: CF has an independent Chair (Stephen J. Hagge) and separate CEO structure; executive sessions of non-employee directors at each regular Board meeting .
| Governance Metric | Status | Citation |
|---|---|---|
| Independence | Independent director | |
| Committees | Corporate Governance & Nominating; Environmental Sustainability & Community | |
| Attendance (2024) | 100% (Board-wide) | |
| Years of Service | Director since 2018 |
Fixed Compensation (Director)
| Component (2024) | Amount ($) | Notes |
|---|---|---|
| Annual Cash Retainer | 115,000 | No meeting fees; chair retainer is $195,000 (policy) |
| Committee Chair Fees | — | Not a chair; standard chair fees: Audit $22,500; Comp $17,500; Gov $17,500; Sustainability $17,500 (policy) |
| Dividends on Restricted Stock | 4,099 | Dividends paid on director restricted stock |
Policy highlights:
- Director annual cash retainer: $115,000; Chair of Board: $195,000; no meeting fees .
- Stock ownership guidelines: Directors must hold stock equal to 5× annual cash retainer within 5 years; all directors in compliance as of Dec 31, 2024; hedging/pledging prohibited; clawback policy in place .
Performance Compensation (Director)
| Component | Amount / Terms | Vesting / Metrics |
|---|---|---|
| Annual Restricted Stock Grant (2024) | Grant date fair value $159,976 | Vests on earlier of next annual meeting or 1-year anniversary; Chair grant value $260,000 (policy) |
| Outstanding Unvested Shares (12/31/24) | 2,010 shares | Time-based vesting |
| Options / PSUs | None disclosed | Director program uses restricted stock; no performance metrics disclosed |
Comp structure governance:
- Director compensation levels were maintained at 2023 levels in April 2024 following benchmarking by Exequity and NACD survey data (signals discipline and no pay inflation) .
Other Directorships & Interlocks
| External Board | Sector | Potential CF Interlock | Assessment |
|---|---|---|---|
| Armada Acquisition Corp. I / II | FinTech / SPAC | None apparent with nitrogen/fertilizer | Low conflict risk; CF related-party policy robust and provides oversight |
CF related-party oversight:
- Written policy defines and governs related person transactions >$120,000; audit committee reviews/approves only if in/not inconsistent with best interests of shareholders .
- 2024 disclosed related-party transactions pertained to Fidelity (FMR) plan administration due to >5% ownership; audit committee reviewed/approved; no director-specific related transactions for White disclosed .
Expertise & Qualifications
- Deep operating and global supply chain leadership, including EHS stewardship and engineering oversight .
- Industry exposure spanning agriculture inputs through beverage supply chains; risk management and human capital experience .
- Committee service aligned to governance and sustainability oversight .
Equity Ownership
| Ownership Metric | Value | Notes |
|---|---|---|
| Beneficial Ownership (3/13/2025) | 19,965 shares; <1% | Includes 2,010 unvested restricted shares (voteable during vesting) |
| Vested vs Unvested | 2,010 unvested restricted shares | Time-based vesting |
| Pledged / Hedged Shares | Prohibited by policy | CF prohibits hedging and pledging for directors |
| Ownership Guideline | 5× annual cash retainer | Directors in compliance as of 12/31/24 |
Insider Trades (Section 16)
| Date | Form | Type | Shares | Price | Total Beneficial After |
|---|---|---|---|---|---|
| 4/18/2024 | Form 4 | Acquisition (Non-Open Market, stock award) | 2,074 | $0.00 | 22,039 |
| 11/24/2020 | Form 4 | Open market purchase | 815.07 | $38.03 | 11,191 |
Additional filings: CF IR site lists White’s Form 4 on 4/22/2024 (stock award grant) and subsequent filings in 2025; a Form 4 was filed May 8, 2025 for a May 6, 2025 stock award grant (details available in the SEC archive) .
Governance Assessment
- Strengths:
- Independent director with 100% attendance, aligned committee roles (Governance and Sustainability), and robust stock ownership compliance, supporting investor-aligned oversight .
- Director compensation is balanced (cash + time-based equity) and benchmarked with no 2024 escalation vs 2023, signaling discipline; no meeting fees (reduces pay-for-attendance distortions) .
- CF’s policies prohibit hedging/pledging and implement clawbacks; Board structure separates Chair and CEO; regular executive sessions strengthen independent oversight .
- Risks/Red Flags:
- None disclosed specific to White: no related-party transactions, pledging, or attendance issues noted; SPAC board roles appear non-overlapping with CF’s suppliers/customers, thus low conflict risk .
- Implications:
- White’s operations/EHS/supply-chain expertise is well-matched to CF’s decarbonization and clean energy strategy oversight within the Environmental Sustainability & Community committee, supporting Board effectiveness in risk and strategy oversight .