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Shelley Stewart Jr.

Director at CLEAN HARBORSCLEAN HARBORS
Board

About Shelley Stewart Jr.

Independent Class I director at Clean Harbors since 2022; age 71. Former Chief Procurement Officer at DuPont (2012–2018) with 19 years at United Technologies and senior supply-chain roles at Tyco, Raytheon, and Invensys; currently Managing Partner at Bottom Line Advisory LLC. Education: BS and MS in criminal justice (Northeastern University) and MBA (University of New Haven). Core credentials: logistics, procurement, global sourcing, operational excellence; financially literate Audit Committee member and Environmental, Health & Safety (EHS) Committee member .

Past Roles

OrganizationRoleTenureCommittees/Impact
DuPontChief Procurement Officer; led procurement, global sourcing & logistics, real estate & facility services6 years (2012–2018); retired 2018Led enterprise supply chain; operational improvement focus
Tyco InternationalSVP Operational Excellence; Chief Procurement Officer; oversaw Lean Six Sigma initiativesNearly a decade (years not specified)Process excellence and procurement transformation
United Technologies CorporationMultiple global sourcing positions19 yearsDeep OEM supply chain expertise
RaytheonSenior executive supply chain positionsNot disclosedDefense supply chain leadership
Invensys PLCSenior executive supply chain positionsNot disclosedIndustrial operations and sourcing

External Roles

CompanyTickerRoleCommittees
Otis Worldwide CorporationNYSE: OTISDirectorNominating & Governance; Audit
Kontoor Brands Inc.NYSE: KTBDirectorNominating & Governance; Audit
Howard UniversityBoard of TrusteesGovernance role (non-profit)
University of New HavenBoard of GovernorsGovernance role (academic)

No Clean Harbors–disclosed related-party transactions involving Stewart; independence affirmed by Board .

Board Governance

  • Independence: Determined independent under NYSE standards; Board lists Shelley Stewart Jr. among independent non-employee directors .
  • Committees: Audit (financially literate) and Environmental, Health & Safety .
  • Attendance: Board held six meetings in 2024; overall attendance >95% and each director ≥75% .
  • Committee activity: Audit Committee met six times; EHS Committee met four times in 2024 .
  • Stock ownership/insider policy: Directors must hold stock valued at 5× annual retainer; hedging, pledging, margin accounts, and short sales prohibited .
  • Board structure: Staggered board with independent Lead Director; committees comprised solely of independent directors .

Fixed Compensation

Component2024 AmountNotes
Annual cash retainer$90,000Standard non-employee director retainer
Committee chair/member fees$0 for Stewart (no chair premium)Chair premia apply to designated chairs; Stewart not chair
Meeting fees$0No meeting fees; expenses reimbursed
2024 cash earned$90,000Stewart’s fees earned
Total 2024 compensation$269,656Cash $90,000 + stock $179,656

Performance Compensation

Equity TypeGrant DateSharesGrant-Date Fair ValueVestingPerformance Metrics
Restricted shares (time-based)May 21, 2024 (post annual meeting)836~$179,656Vests at start of 2025 annual meeting, subject to continued serviceNone; time-based vesting only
OptionsNot grantedCompany has not granted director options; none outstanding

Directors received 836 restricted shares post-2024 annual meeting; value based on closing price on grant date; vest at 2025 annual meeting .

Other Directorships & Interlocks

External BoardPotential Interlock with CLHCLH Disclosure
Otis Worldwide (OTIS)Industrial OEM; no CLH interlock disclosedIndependent; no related-party transactions disclosed
Kontoor Brands (KTB)Consumer apparel; no CLH interlock disclosedIndependent; no related-party transactions disclosed

Expertise & Qualifications

  • Logistics, supply chain, procurement leadership; operational excellence/Lean Six Sigma experience .
  • Financial literacy for Audit Committee; risk, controls, related-party oversight exposure through Audit Committee work .
  • EHS oversight experience; alignment with Clean Harbors’ regulatory/safety profile .
  • Academic and non-profit governance experience; stakeholder engagement credentials .

Equity Ownership

HolderShares Beneficially Owned% of OutstandingNotes
Shelley Stewart Jr.3,082<1%As of March 24, 2025; address c/o CLH HQ
Director ownership guidelines5× annual cash retainer requiredAll directors and execs were in compliance as of Dec 31, 2024
Hedging/PledgingProhibitedNo margin, pledging, hedging, or short sales

Governance Assessment

  • Strengths

    • Independent director with audit literacy and EHS oversight; supports board effectiveness in financial integrity and safety compliance .
    • Solid ownership alignment: equity retainer via restricted shares; company enforces robust ownership guidelines and prohibits hedging/pledging .
    • Active committees; Board and committees showed strong meeting cadence and attendance in 2024 .
    • Broad external board experience on audit and nom/gov committees; enhances governance acumen .
    • Shareholder support context: Say-on-pay approved with 95.14% in 2024, signaling favorable governance sentiment .
  • Watch items

    • Multiple external public boards: within CLH guideline (limit four total for non-CEO directors), but continued monitoring for time commitment/overboarding risk advisable .
    • No director-specific attendance disclosed; only aggregate Board/committee stats—monitor individual engagement trends when available .
    • Related-party transactions disclosed for family members of Executive Chairman; none for Stewart, but audit oversight remains critical .
  • Conflicts/RED FLAGS

    • No Stewart-related party transactions or pledging disclosed; independence affirmed. Company prohibits hedging/pledging; no director options or repricing practices—no red flags identified for Stewart .