Joseph Platt
Core Natural ResourcesAbout Joseph P. Platt
Independent director of Core Natural Resources (CNR); age 77; director since 2017. General Partner at Thorn Partners LP (family limited partnership) since 1998; previously owner, director, and EVP at Johnson & Higgins (sold to Marsh & McLennan in 1997). Platt chairs the Compensation Committee and serves on the Audit Committee; the Board has determined he is independent under NYSE rules and qualifies as an “audit committee financial expert.”
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Johnson & Higgins (global insurance broker) | Owner, Director, EVP | Until 1997 (sale to Marsh & McLennan) | Financial, risk management leadership |
| CONSOL/CNX Resources (pre-spin) | Director at CNX | May 2016 – Nov 28, 2017 | Transition oversight to CONSOL separation |
External Roles
| Organization | Role | Tenure | Notes |
|---|---|---|---|
| Greenlight Capital Re, Ltd. | Director; Lead Independent Director | Director since 2004; LID since 2007 | Public P&C reinsurer; long-standing board leadership |
Board Governance
- Independence: Affirmatively determined independent (all directors except Executive Chair Brock and CEO Lang) .
- Committee assignments (current since Feb 18, 2025): Compensation Committee Chair; Audit Committee member .
- Committee assignment changes around merger: Appointed Nominating & Corporate Governance (NCGC) and Compensation Chair on Jan 14, 2025; moved from NCGC to Audit on Feb 18, 2025 .
- Attendance: Legacy CONSOL directors (including Platt) attended 100% of Board and committee meetings in 2024 .
- Engagement: Independent directors meet regularly in executive session; Lead Independent Director responsibilities defined (LID is Navarre) .
- Audit Committee expertise: Company determined Platt qualifies as an “audit committee financial expert” .
Fixed Compensation
| Component | 2024 Amount/Structure | Notes |
|---|---|---|
| Fees Earned (cash) | $153,333 | Includes Board retainer and committee chair/member retainers; reflects 2024 roles and timing |
| Equity (RSUs) | $150,000 grant value; 1,733 RSUs on May 7, 2024 | RSUs normally vest on first anniversary; all unvested director awards vested in full at merger Effective Date (Jan 14, 2025) |
| Standard Director Retainers (program design) | Board retainer $140,000; Comp Chair $20,000; Audit Chair $30,000; other committee chairs $15,000; Audit member $10,000; Lead Independent Director +$35,000 (total $175,000) | Applies broadly to non-employee directors; Platt’s 2024 cash reflects his specific roles and timing |
Performance Compensation
| Item | Structure | Metrics | Status |
|---|---|---|---|
| Director equity | Time-based RSUs | None (no performance conditions) | Granted May 7, 2024; accelerated vesting at merger Effective Date |
No director performance-based equity or cash incentive metrics are disclosed for directors; director compensation is a mix of fixed cash retainers and time-based RSUs .
Other Directorships & Interlocks
| Company | Potential Interlock/Conflict | Comment |
|---|---|---|
| Greenlight Capital Re, Ltd. | None disclosed with CNR | Compensation Committee interlocks: none; no member served as officer at CNR; no reciprocal exec overlaps disclosed |
Expertise & Qualifications
- Financial, compensation, and risk management expertise; decades of board service .
- Audit committee financial expert designation (technical financial oversight competence) .
- Industry familiarity with CNR operations and governance from long tenure .
Equity Ownership
| Holder | Shares Beneficially Owned | % of Outstanding | Notes |
|---|---|---|---|
| Joseph P. Platt | 36,323 | ~0.068% (calculated from 36,323 / 53,444,709) | As of March 6, 2025; less than 1% |
| 2024 Director RSUs (unvested at 12/31/24) | 1,733 | N/A | Vested in full at merger Effective Date |
- Stock ownership guidelines: Directors must hold 5x annual cash retainer (or retainer ÷ $20 alternative); all directors in compliance or within 5-year transition by Dec 31, 2024 .
- Hedging/pledging: Company governance includes anti-hedging; no pledging by Platt disclosed .
- Related-person transactions: Policy requires Audit Committee review; none reportable in 2024 .
Governance Assessment
-
Positives
- Independence and strong engagement: Independent status; 100% meeting attendance in 2024; independent executive sessions .
- Committee leadership: Compensation Committee Chair with chartered responsibilities for pay oversight, succession, clawback, ownership guidelines; use of independent consultant (Mercer) .
- Financial oversight: Audit Committee member and designated “audit committee financial expert” .
- Alignment features: Director RSUs; stock ownership/holding requirements; clawback and anti-hedging policies .
-
Watch items / potential red flags
- Mandatory retirement guideline: Non-management directors must tender resignation at the annual meeting following their 75th birthday (Board discretion to accept); Platt is 77—monitor Board’s application of this guideline for refreshment .
- Consultant conflicts: Mercer engaged as independent comp consultant; affiliates provided significant other services ($5,136,149) though Committee determined no conflicts—maintain ongoing scrutiny .
- Overboarding: Not indicated for Platt, but Audit Committee service load should be monitored; Company enforces limits and assessed such cases (example applied to Koeppel) .
-
Shareholder signals
- Strong say-on-pay support (~94.8% approval referenced for 2024) indicates positive investor sentiment toward compensation governance framework overseen by the Compensation Committee .
No related-party transactions, loans, hedging/pledging, or compensation committee interlocks were disclosed for Platt in 2024, which supports independence and alignment with shareholder interests .