Ralph Hellmold
About Ralph O. Hellmold
Ralph O. Hellmold, age 84, is an independent director of Core Molding Technologies and has served on the Board since its formation in 1996. He is a Chartered Financial Analyst with a background in investment banking and financial restructurings, and holds a Master’s in International Relations from Columbia University and a Bachelor of Arts from Harvard College . The Board has affirmatively determined he is independent under NYSE American standards .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Hellmold & Co., LLC | Managing Member (investment banking boutique) | Formed 2004; served until 2012 | Specialized in M&A and restructurings |
| The Private Investment Banking Company | Chairman | Formed 1999 (tenure not further specified) | Advisory/IB focus |
| Hellmold Associates | President | Formed 1990 (tenure not further specified) | Advisory/IB focus |
| Prudential‑Bache Capital Funding | Managing Director; co‑head Corporate Finance; co‑head Investment Banking Committee; head Financial Restructuring Group | Prior to 1990 | Led financial restructurings |
| Lehman Brothers and successors | Partner, Corporate Finance; co‑founded Lehman’s Financial Restructuring Group | 1974–prior to 1987 | Established restructuring franchise |
External Roles
| Category | Detail |
|---|---|
| Current public company boards | None disclosed |
| Prior public company boards | Served as director and on audit committee of other public corporations (names not specified) |
| Current other roles | Investor |
Board Governance
| Item | Detail |
|---|---|
| Independence status | Independent director (NYSE American standards) |
| Director since | 1996 |
| Committees (2024 activity) | Audit (member; 4 meetings), Compensation (member; 2 meetings), Nominating & Corporate Governance (member; 8 meetings) |
| Audit Committee Financial Expert | Yes (Board-designated) |
| Board attendance | In 2024, all directors attended ≥85% of Board and committee meetings; in 2023, ≥90% |
| Board leadership | Independent Chairman; declassified board; “plurality plus” voting policy |
| Anti‑hedging/pledging | Directors prohibited from hedging/pledging company stock |
Fixed Compensation
| Metric | 2023 | 2024 |
|---|---|---|
| Annual cash fees actually paid | $79,064 | $80,130 |
| Restricted stock grant (shares) | 4,695 (Mar 2023 grant) | 4,106 (Mar 2024 grant) |
| Restricted stock grant (grant-date fair value) | $75,003 | $78,753 |
| Total director compensation | $154,067 | $158,883 |
| Standard annual cash retainers (policy) | Director $78,750; Chair adders: Audit Chair $8,000; Comp Chair $5,000; N&G Chair $5,000 (2023 policy) | Director $81,500; Chair adders unchanged (2024 policy) |
| Equity vesting terms (policy) | Directors ≤64: vest 1/3 annually over 3 years; ≥65: 1‑year vest; acceleration on death/disability/change‑in‑control | Same; ≥65 one‑year vest applies to Hellmold (age 84) |
Performance Compensation
No performance-based metrics apply to non-employee director compensation; equity is time‑based restricted stock with vesting per policy. Directors must meet stock ownership guidelines (3x annual cash compensation) and as of Dec 31, 2024, all non‑employee directors met the requirement (except the newly appointed Director Miñarro whose clock begins in 2029) .
Other Directorships & Interlocks
| Topic | Status |
|---|---|
| Compensation Committee interlocks | None in 2024; committee comprised of independent directors (Smith, Cellitti, Hellmold, Miñarro) |
| Related-party transactions | None ≥$120,000 involving directors/officers reported for 2024 or 2023 |
| Section 16 compliance | 2024 late filings disclosed for certain officers; none named for Hellmold |
Expertise & Qualifications
| Expertise/Qualification | Evidence |
|---|---|
| Finance, accounting & budgeting | Skills matrix designation; investment banking leadership |
| Mergers & acquisitions / restructuring | Skills matrix designation; founded/co‑founded restructuring groups |
| Management (CEO/CFO/Division head) | Skills matrix designation |
| Corporate governance | Skills matrix designation; prior public company board/audit committee experience |
| Audit Committee Financial Expert | Board designation under SEC rules |
| Education & credentials | CFA; Columbia University (MA, International Relations); Harvard College (BA) |
Equity Ownership
| Item | Amount/Status |
|---|---|
| Total beneficial ownership (Mar 21, 2025) | 39,590 shares (<1% of outstanding) |
| Ownership breakdown | 27,440 shares sole; 6,000 shares shared with spouse; 6,150 unvested restricted stock |
| Ownership guidelines (directors) | 3x annual cash compensation; met as of Dec 31, 2024 (exceptions only for new director) |
| Pledged or hedged shares | Prohibited by policy; no pledging/hedging disclosed |
Governance Assessment
- Strengths: Independent director with deep finance/M&A and restructuring expertise; designated Audit Committee Financial Expert; serves on all key committees; attendance thresholds met; no related‑party transactions or interlocks; robust anti‑hedging/anti‑pledging and clawback frameworks; strong say‑on‑pay support (97% in 2024) supporting overall governance credibility .
- Potential investor watch‑items: Very long tenure (on Board since 1996) and advanced age (84) raise board refreshment and succession considerations that some investors view as potential independence risks over time .
- Alignment: Meaningful share ownership with compliance to director ownership guidelines; director equity vests quickly given age (one‑year), but policy is disclosed and standardized for all directors ≥65 .
- Conflicts/related parties: None disclosed; Section 16 reviews did not identify issues related to Hellmold in 2024 .