George Schuller
Core Natural ResourcesAbout George Schuller
George J. Schuller Jr. is Senior Vice President and Chief Operating Officer at Core Natural Resources (CNR), appointed effective January 14, 2025 following the CONSOL–Arch merger; he is 61 and a veteran mining executive with 30+ years across Peabody Energy, Compass Minerals, and Arch Resources . He holds a BS in Mining Engineering (WVU), an MBA (University of Charleston), and an honorary doctorate in engineering (WVU) . Company performance context: pre‑merger 2024 results included GAAP net income of $286 million, adjusted EBITDA of $655 million, and free cash flow of $301 million; CNR targets $110–$140 million synergy run‑rate and returning ~75% of free cash flow to shareholders via buybacks (authorized $1B) . Pay-versus-performance disclosure shows strong multi‑year TSR progression (cumulative $789.80 vs $609.92 peer group in 2024) with ICP free cash flow of $455.8 million, aligning incentive designs with value creation .
Past Roles
| Organization | Role | Years | Strategic impact |
|---|---|---|---|
| Arch Resources, Inc. | Senior Vice President & Chief Operating Officer | Mar 2024–Jan 14, 2025 | Led operations; brought low-cost longwall expertise into CNR at merger close |
| Compass Minerals, Inc. | Chief Operations Officer | 2019–Mar 2024 | Ran global essential minerals operations; operational transformation and safety programs |
| Peabody Energy | President, Australia; COO, Australia; Group Executive roles | — | Led Australian platform; PRB and Southwest portfolios; industry leadership (Coal21 chair, Minerals Council, QRC) |
External Roles
| Organization | Role | Years |
|---|---|---|
| Coal21 (Australia) | Chair | — |
| Minerals Council of Australia; Queensland Resource Council; Australian Coal Association; ACA Low-Emission Technology Initiative | Board/committee roles | — |
| National Mine Rescue Association | President | — |
| Holmes Safety Association | Vice President | — |
Fixed Compensation
Not disclosed for Schuller in the 2024 proxy (he was appointed in 2025 and was not a 2024 NEO) .
Performance Compensation
CNR’s executive incentive structure (used in 2024 and foundational for post‑merger awards) emphasizes pay-for-performance with annual STIC tied 80% to company metrics and 20% to individual performance; LTIC mixes time‑based RSUs and performance‑based RSUs with cash/stock settlement and a TSR modifier .
| Metric | Weighting | Annual Target | Actual | Payout Notes |
|---|---|---|---|---|
| PAMC Production (tons) | 20% | 26.0M | 25.7M | Committee adjusted to 100% due to Francis Scott Key Bridge impact |
| PAMC Avg Cash Cost/Ton ($) | 30% | 37.08 | 37.89 | Adjusted to 100% for same extraordinary event |
| Itmann Op EBITDA – Capex ($M) | 10% | 10.0 | (42.7) | Below threshold; no upward adjustment disclosed |
| Baltimore Terminal Op EBITDA ($M) | 10% | 67.8 | 62.9 | Adjusted to 200% given throughput recovery efforts |
| Overall Environmental Compliance | 10% | Matrix-based | Achieved 100% per NPDES/NOV matrix | Compliance protects social license |
LTIC 2024 PSUs (3-year, 50% stock/50% cash; TSR +/-20%):
| Performance metric | Weight | Threshold | Target | Max | Actual | Modifier |
|---|---|---|---|---|---|---|
| ICP Free Cash Flow per Share ($) | 50% | 11.92 | 16.91 | 19.56 | 15.47 | TSR 73rd percentile (0% modifier) |
| CONSOL Innovations Revenue Growth (%) | 15% | 5 | 10 | 15 | 7 | — |
| Capital Expenditure Management ($M) | 15% | 210 | 199 | 175 | 178 | — |
| Scope 1 & 2 GHG Reduction (tons) | 20% | 6.90M | 6.75M | 6.50M | 8.10M | — |
Notes: 2024 PSU first tranche certified at 96.3% then paid at 100% of target in recognition of extraordinary merger execution; units settled 25% in cash using $101.95 closing price on Jan 13, 2025 .
Program design elements relevant to Schuller’s role:
- Time-based RSUs generally vest in three equal annual tranches (2024 awards: Feb 2025–2027) .
- PSUs vest ratably over three years and settle half in stock, half in cash; TSR relative to XOP index modifies payouts ±20% .
- Company filed 2025 executive annual award and executive start‑up grant RSU/PSU forms, indicating continuity of structure post merger (specific individual grant sizes not disclosed) .
Equity Ownership & Alignment
- Beneficial ownership table as of March 6, 2025 lists directors and certain NEOs; Schuller is not itemized individually; all directors and executive officers as a group hold 1,077,199 shares (2.02%) .
- Anti‑hedging and recoupment policies in force; governance practices emphasize stock ownership/holding and clawback .
- Stock ownership guidelines exist for NEOs with multiples of salary and a fixed-share alternative (updated for volatility); 2024 compliance affirmed for then‑NEOs . Director guidelines are 5x cash retainer or 5x divided by $20 reference price, with 5‑year compliance window .
Employment Terms
- Appointment and tenure: Schuller became SVP & COO at merger close on January 14, 2025 .
- Change‑in‑control coverage: Arch executive CIC agreements (including Schuller’s) were assumed by CNR at the Effective Time; compensation thereafter determined by the Board .
- Standard CIC/severance constructs at CNR include double‑trigger cash severance, prorated annual incentives, equity acceleration (PSUs at greater of target/actual if ascertainable), 18 months healthcare continuation, outplacement cash, supplemental 401(k) contribution, and pension enhancement; restrictive covenants (confidentiality, non‑compete 2 years, non‑solicit 1 year) apply and clawbacks/forfeitures for “cause” are defined in plan documents .
Performance & Track Record
- Operational leadership: Provided public operational updates on Leer South restart progress; emphasized safety, infrastructure condition, and restart timing (Q4 target), with anticipated insurance recovery >$100 million supporting business continuity .
- Company strategy and capital returns: Board adopted framework to return ~75% of free cash flow, with $1 billion buyback authorization; liquidity at close was $1.1 billion including $590 million cash/short‑term investments .
- 2024 business metrics: PAMC coal revenue $1,683 million; CMT adjusted EBITDA $57 million; free cash flow $301 million; TSR outperformed peer group over multi‑year horizon .
Risk Indicators & Red Flags
- Equity acceleration and CIC protections reduce involuntary departure risk but can create payout asymmetry; however, no tax gross‑ups and a robust clawback policy mitigate governance concerns .
- Pledging/hedging: Policies restrict hedging; no related‑party transactions reported in 2024 .
Compensation Peer Group & Governance
- Mercer as independent consultant; peer group spans coal and materials (Alliance, Alpha, Peabody, Warrior Met, Ramaco, SunCoke, Cleveland‑Cliffs, etc.) with pay positioned to performance and market .
- 2024 say‑on‑pay approval ~94.8%, supporting program credibility .
Investment Implications
- Alignment: Incentives tied to cash generation, cost discipline, capex efficiency, and environmental compliance align COO priorities with shareholder value; TSR modifier adds external discipline .
- Retention risk: Assumed Arch CIC agreement plus RSU/PSU structures and potential start‑up grants reduce near‑term retention risk for Schuller .
- Execution signals: Public operational communications at Leer South and metrics focus suggest disciplined operations culture; capital return framework and synergy targets provide measurable levers for performance‑based payouts; monitor 2025–2026 PSU calibrations and safety/ESG outcomes for payout trajectory .