William Gray Stream
About William Gray Stream
William Gray “W.” Stream (age 45) is President and Chair of the Board at CKX Lands, Inc., serving as President since July 15, 2020 and as a director since 2018 (previously a director 2006–2017 and Audit Committee Chair 2011–2017) . During 2022–2024, CKX reported TSR values of $104.57 (2022), $136.21 (2023), and $132.42 (2024) on a $100 base, with net income of $(1,317,718), $142,961, and $250,224, respectively; Stream’s “Compensation Actually Paid” swung with equity award valuation and forfeitures, aligning outcomes to share price targets rather than cash pay . He is President of Matilda Stream Management, Inc. (since 2013) and previously served on the Waitr Holdings board (2014–2022), bringing domain expertise across land management, oil and gas, timber, agriculture, wetlands, and real estate; he earlier chaired CKX’s Audit Committee (2011–2017) .
Past Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| CKX Lands, Inc. | Director; Audit Committee Chair | 2006–2017; Audit Chair 2011–2017 | Oversight of audit and controls prior to returning to the board, supporting governance continuity . |
| CKX Lands, Inc. | President and Chair of the Board | President since 7/15/2020; director since 2018 | Leads strategy and operations; combined Chair/President role centralizes strategic decision-making . |
External Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| Matilda Stream Management, Inc. | President | 2013–present | Investment holding company managing ~100,000 acres in Louisiana; operational expertise relevant to CKX land assets . |
| Waitr Holdings Inc. (OTC) | Director | 2014–2022 | Public company board experience; exposure to public markets governance . |
| Stream Wetlands Services, LLC | President | Not specified | Related-party lessee of CKX lands under a 25-year lease; creates potential conflicts managed via disclosed terms . |
Fixed Compensation
CKX’s PEO pay design provided no cash compensation; Stream declined director fees after becoming President.
| Metric | 2022 | 2023 | 2024 |
|---|---|---|---|
| Base Salary ($) | $0 | $0 | $0 |
| Cash Bonus ($) | $0 | $0 | $0 |
| Director Fees ($) | $0 (declined as President) | $0 (declined) | $0 (declined) |
| Summary Compensation Table Total ($) | $1,154,280 (equity only) | $0 | $0 |
Notes:
- Under Stream’s agreement, he was “not entitled to any cash compensation” and instead eligible for restricted stock units (RSUs) and performance shares (PSUs); no awards were made in 2023–2024 .
- Following appointment as President, Stream declined director fees .
Performance Compensation
Equity was the sole compensatory lever under Stream’s agreement, split between time-vested RSUs and price-based PSUs.
| Award Type | Grant Date | Award Size (shares) | Vesting/Performance | Status/Outcome |
|---|---|---|---|---|
| RSUs | 6/13/2022 | 38,378 | Time-vest: 19.05% on 7/15/2022; 33.33% on 7/15/2023; 47.62% on 7/15/2024 | Vested per schedule; executives net-settled shares for withholding; no unvested awards outstanding at 12/31/2024 . |
| PSUs | 6/13/2022 | 140,124 | CKX closing price targets for 10 consecutive trading days: $12 (11.27%), $13 (18.47%), $14 (16.86%), $14.50 (22.37%), $15 (31.03%) | $12 target hit pre-grant; $13 target achieved 2/12/2024; higher tiers not achieved and all remaining PSUs forfeited 7/15/2024 . |
Performance weighting and alignment:
- Approximately 78.5% of stock awards were PSU-based and at-risk; ~70% of those unvested PSUs were forfeited at the 7/15/2024 expiry, reflecting discipline in price-based hurdles .
Pay versus performance indicators:
| Year | PEO “Compensation Actually Paid” ($) | TSR ($100 base) | Net Income ($) |
|---|---|---|---|
| 2022 | $793,330 | $104.57 | $(1,317,718) |
| 2023 | $94,708 | $136.21 | $142,961 |
| 2024 | $(779,048) (driven by PSU forfeiture) | $132.42 | $250,224 |
Equity Ownership & Alignment
| Ownership Detail | Shares |
|---|---|
| Direct ownership (sole voting/dispositive power) | 64,940 |
| Limited partnership (shared) | 34,000 |
| LLC (sole manager/member) | 67,317 |
| Estate (voting/investment power) | 2,050 |
| LLC (officer; shared) | 35,644 |
| LLC (shared) | 7,844 |
| Total beneficial ownership | 211,795 |
| Percent of outstanding | 10.3% (based on 2,027,032 shares outstanding) |
Additional alignment factors:
- Unvested overhang: None outstanding as of 12/31/2024 (reduces near-term forced selling from scheduled vesting) .
- Hedging and derivatives: Prohibited under insider trading policy (no collars, options, or derivative transactions) .
- Pledging: No specific disclosure on pledging; not addressed in the policy excerpts provided .
- Section 16 compliance: Late Form 4 filed on March 22, 2024 for 2/12/2024 PSU vesting/tax withholding (administrative red flag) .
Employment Terms
| Term | Detail |
|---|---|
| Agreement tenure | First Amended and Restated Executive Employment Agreement effective 7/15/2020; expired 7/15/2024 . |
| Post-expiration status | Stream and CFO mutually agreed with the board to continue employment without written agreements or compensation . |
| Cash compensation | None; equity (RSUs/PSUs) was sole compensation under the plan; no new equity in 2023–2024 . |
| Equity awards | 38,378 RSUs and 140,124 PSUs granted 6/13/2022; RSU schedule and PSU price-hurdles as detailed above . |
| Termination provisions | If terminated without cause, resignation for good reason (after cure opportunity), death/disability, or change of control: pro rata vesting of unvested RSUs based on elapsed months plus six months (single-trigger acceleration on change of control for RSUs) . |
| Cause/Good Reason | Defined to include conviction causing injury; misappropriation/fraud; material breach; Good Reason includes pay reduction (other than recoupment policy), material diminution of role, or material company breach . |
| Restrictive covenants | Obligation not to engage in competitive activity during term of employment (not an explicit post-termination non-compete) . |
| Other programs | No long-term compensation programs, stock option program or stock grants program other than the 2021-approved Stock Incentive Plan; no outstanding unvested awards at 12/31/2024; no pension or profit-sharing plans . |
| Clawback/Tax gross-ups | Not disclosed in the proxy excerpts reviewed. |
Board Governance and Service (including dual-role implications)
- Roles and independence: Stream serves as both President and Chair; the board believes this structure benefits shareholders given his role as chief strategist . A Lead Independent Director (Eugene T. Minvielle) provides checks and balances, including agenda approvals, information flow oversight, and authority to call independent sessions; independent directors met in executive session once in 2024 .
- Committees (non-employee directors only): Audit (Chair: Minvielle; members Englander, LaMure) – 4 meetings in 2024; Compensation (Chair: Englander; members Hart, Minvielle) – no meetings in 2024 and no charter; Nominating (Chair: Duplechin; member LaMure) – no meetings in 2024 . Stream, as an officer, does not serve on these committees .
- Board activity: 5 board meetings in 2024; one director (Englander) attended <75% but voted by proxy as permitted by Louisiana law and CKX’s governing documents .
Related Party Transactions (governance red flags to monitor)
- Stream Wetlands Services lease: In 2022 the Company entered a 25-year lease (option originated 2017) with Stream Wetlands for a one-time $38,333 payment plus formulaic contingent payments tied to third-party activity; guaranteed minimum payment of $500,000 only if a third party engages in activity on the subject lands (timing uncertain). Stream is President of Stream Wetlands .
- Shared services: Matilda Stream Management, where Stream is President, provides administrative and accounting services to CKX for no compensation .
Compensation Committee and Say-on-Pay
- Committee composition: All non-employee, independent directors; no charter; no meetings in 2024; executives do not participate in deliberations on their pay .
- Say-on-Pay cadence: Annual advisory votes per shareholder decisions in 2014 and 2020; 2025 Say-on-Pay proposed again . (Prior approval percentages not disclosed.)
Risk Indicators and Signals
- Alignment: Heavy reliance on equity; 78.5% of awards priced to market with stringent stock price hurdles; substantial PSU forfeiture in 2024 reinforces pay-for-performance design .
- Insider trading controls: Hedging and derivative transactions prohibited (reduces misalignment risk) .
- Administrative caution: Late Form 4 for 2024 PSU vesting/tax withholding suggests a need to monitor Section 16 reporting timeliness .
- Structural governance: Combined Chair/President mitigated by a robust Lead Independent Director role; independent executive sessions occurred but only once in 2024 (low frequency) .
Investment Implications
- Ownership and alignment: Stream’s 10.3% beneficial ownership provides significant “skin in the game.” With no unvested awards as of 12/31/2024, near-term selling pressure from scheduled vesting is limited; hedging is prohibited, supporting alignment with shareholders .
- Retention and incentive risk: The expiration of Stream’s contract (7/15/2024) and continuation “without written agreements or compensation” could raise retention and incentive calibration concerns if a refreshed equity program is not adopted, even as the prior plan demonstrated strict pay-for-performance discipline via PSU forfeitures .
- Governance and related parties: Combined Chair/President structure persists but is counterbalanced by a Lead Independent Director; related-party lease with Stream Wetlands is disclosed with defined economics and contingent triggers—continue to monitor execution and any cash flows to CKX under the arrangement .
- Performance context: TSR improved from 2022 levels and net income turned positive in 2023 and increased in 2024, while PEO “Compensation Actually Paid” reflected equity valuation dynamics, not cash payouts—suggesting a design that is sensitive to shareholder returns rather than fixed pay .