Lee W. Boyer
About Lee W. Boyer
Lee W. Boyer (age 67) is an independent director of CKX Lands, Inc., serving on the board since 2016; he is a retired partner at the law firm Stockwell, Sievert, Viccellio, Clements & Shaddock, L.L.P. and has been Company Secretary since 2020, with prior service as President and Treasurer from 2018 to 2020 (land management and real estate background). His disclosed credentials include management roles across residential and commercial property companies and directorship in a land management entity, aligning his expertise with CKX’s core operations in land, oil and gas, timber, and related activities .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| CKX Lands, Inc. | President and Treasurer | 2018–2020 | Led company operations; aligned with land management focus |
| Stockwell, Sievert, Viccellio, Clements & Shaddock, L.L.P. | Retired Partner (Attorney) | Not disclosed | Legal expertise applicable to governance and land matters |
| Second University Homesites, Inc. | Former President | Not disclosed | Real estate operations and management |
| Jones-Boyer, LLC | Manager | Not disclosed | Property management leadership |
| Boyer Properties, LLC | Manager | Not disclosed | Residential and commercial property management |
External Roles
| Organization | Role | Tenure | Notes |
|---|---|---|---|
| Mallard Bay, LLC | Director | Not disclosed | Land management company |
| Second University Homesites, Inc. | Former President | Not disclosed | Real estate (private) |
| Jones-Boyer, LLC | Manager | Not disclosed | Property management (private) |
| Boyer Properties, LLC | Manager | Not disclosed | Property management (private) |
Board Governance
- Board and leadership: CKX’s President (W. Gray Stream) serves as Chair; the Lead Independent Director is Eugene T. Minvielle with authority over agendas, materials, and executive sessions; independent directors met once in executive session in 2024 .
- Independence: The board determined directors Englander, Duplechin, Hart, LaMure, and Minvielle are independent; Boyer is not named among independent directors and simultaneously serves as Company Secretary (officer), indicating he is not identified as independent under NYSE American standards .
- Board and committee meetings: The board met five times in 2024; the Compensation Committee held no meetings; the Audit Committee met four times; the Nominating Committee held no meetings .
- Committee structure and chairs: Audit (Chair: Minvielle; Members: Englander, LaMure), Compensation (Chair: Englander; Members: Hart, Minvielle), Nominating (Chair: Duplechin; Member: LaMure) .
| Committee | Chair | Members | Boyer Assignment |
|---|---|---|---|
| Audit | Minvielle | Englander, LaMure | Not listed |
| Compensation | Englander | Hart, Minvielle | Not listed |
| Nominating | Duplechin | LaMure | Not listed |
Red flags: Boyer is a current officer (Secretary) and not identified among independent directors, reducing independence and potentially weakening board checks and balances for a micro-cap with concentrated leadership authority in the Chair/President .
Fixed Compensation
| Element | 2024 Amount | Notes |
|---|---|---|
| Board meeting fees | Included in total | Schedule: $1,000 (Chair), $600 (Member attending), $200 (Member non-attending) per regular board meeting |
| Audit Committee fees | $1,000 per meeting (Chair only) | Only applies to Audit Committee; no separate “member attending” fee disclosed |
| Compensation Committee fees | — | No fees; committee held no meetings in 2024 |
| Nominating Committee fees | — | No fees; committee held no meetings in 2024 |
| Company Secretary stipend | $300 per regular meeting attended | Additional stipend per meeting due to Boyer’s Secretary role |
| Total fees paid to Boyer (2024) | $2,900 | Includes Secretary stipend |
Performance Compensation
- CKX’s director compensation is fee-based only; the proxy does not disclose equity grants, option awards, RSUs, PSUs, or performance-based elements for directors in 2024 .
- Compensation Committee did not meet in 2024; no disclosed changes in director pay structure or performance metrics for directors .
No director performance metric table is provided because the proxy discloses no performance-linked director compensation (no RSUs/PSUs/options for directors) .
Other Directorships & Interlocks
| Category | Details |
|---|---|
| Current public company boards | None disclosed for Boyer |
| Prior public company boards | None disclosed for Boyer |
| Private/non-profit/academic boards | Mallard Bay, LLC (Director); multiple private property entities (manager/president) |
| Interlocks with CKX suppliers/customers/competitors | None disclosed |
Expertise & Qualifications
- Legal and governance: Retired law firm partner with experience relevant to corporate governance and land-related legal matters .
- Land, real estate, and operations: Management roles across property companies and directorship at a land management firm; experience aligns with CKX’s focus areas (oil and gas leasing, timber, real estate) .
Equity Ownership
| Holder | Shares Beneficially Owned | Percent of Class | Notes |
|---|---|---|---|
| Lee W. Boyer | 2,962 | <1% (“*”) | Outstanding shares: 2,027,032 as of April 4, 2025 |
- Pledging/hedging: CKX prohibits hedging transactions and CKX-based derivative securities for insiders; no pledging by Boyer disclosed .
- Section 16(a): Proxy notes late Forms 4 for executives (Stream and Stepp) but does not list Boyer among late filers; CKX is not aware of any other failures during the year .
Governance Assessment
- Independence and roles: Boyer serves as Company Secretary while on the board and is not named among directors determined to be independent, a structural governance concern for committee independence and board oversight at a small float company .
- Committee participation: Not listed on Audit, Compensation, or Nominating, limiting his formal oversight role; Audit and Nominating are minimally active, and Compensation held no meetings in 2024, which may constrain robust pay and nomination governance processes .
- Compensation mix and alignment: Director pay is modest and entirely fee-based; Boyer’s additional Secretary stipend ($300 per regular meeting attended) is unique and reflects operational involvement rather than board-only duties .
- Ownership alignment: Boyer’s personal stake (2,962 shares; <1%) provides limited alignment; no director equity plan is disclosed for 2024 .
- Attendance and engagement: Board held five meetings; proxy highlights <75% attendance for Englander only. No specific attendance rate for Boyer is disclosed; four directors attended the 2024 Annual Meeting .
- Related-party exposure: No related-party transactions involving Boyer are disclosed; notable related-party arrangements involve Stream Wetlands and MSM (Stream/Stepp), not Boyer .
- Overall signal: The combination of officer role plus board seat and no committee membership signals concentrated control and limited independent oversight, though director cash compensation is modest and no Boyer-related related-party transactions are disclosed .