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Robert Braithwaite

Senior Vice President, Marketing & Sales at Core Natural ResourcesCore Natural Resources
Executive

About Robert Braithwaite

Robert J. Braithwaite, Jr. is Senior Vice President, Marketing & Sales at Core Natural Resources (CNR) and has served in this role since January 14, 2025. He is 42 and holds a BS in Business Administration (Finance) from Robert Morris University; he joined CONSOL in 2005 and advanced through senior sales and marketing roles with a track record of building customer relationships and new business development . Company performance context during his tenure includes Q1 2025 revenues of $1,017.4 million and adjusted EBITDA of $123.5 million , and prior-year results of GAAP net income of $286 million and adjusted EBITDA of $655 million in 2024 . Long-term incentive design ties payouts to performance and TSR; program outcomes included TSR at the 73rd percentile for 2024 PSUs (first tranche), 94th percentile for 2023 PSUs (second tranche), and 100th percentile for 2022 PBCUs (final tranche) .

Past Roles

OrganizationRoleYearsStrategic Impact
CONSOL Energy (legacy)Senior roles in Sales & Marketing2005–2024 Built strong customer relationships and generated new business opportunities
Core Natural ResourcesSVP, Marketing & Sales2025–present Leads overall marketing and logistics strategy for coal products

External Roles

OrganizationRoleYearsStrategic Impact
American Coal CouncilBoard memberNot disclosed Industry advocacy and market development
The Coal InstituteBoard memberNot disclosed Industry network and commercial engagement
National Coal Transportation AssociationBoard memberNot disclosed Logistics and transportation collaboration

Fixed Compensation

Component2024/2025 Detail
Base salaryNot disclosed; Braithwaite became an executive officer on Jan 14, 2025 and is not included in the 2024 NEO compensation tables .
Target bonus %Not disclosed for Braithwaite (company STIC targets are set by role; see Performance Compensation) .
Actual bonus paidNot disclosed for Braithwaite (Q1–Q4 2024 STIC payouts pertain to 2024 NEOs) .

Performance Compensation

Company 2024 Short-Term Incentive Compensation (STIC) design and outcomes

MetricWeightingAnnual TargetAnnual ActualFormulaic PayoutFinal Payout (Committee adjustments)Vesting/Settlement
PAMC Production (tons)20% 26.0M 25.7M 57.86% (overall) 100% (adjusted for Francis Scott Key Bridge impact and recovery efforts) Quarterly interim payments with year-end true-up; individual performance modifier 20%
PAMC Avg. Cash Cost/Ton ($)30% $37.08 $37.89 Included in 57.86% 100% (Committee adjustment) Same as above
Itmann Operating EBITDA – CapEx ($)10% $10.0M ($42.7M) Included in 57.86% No adjustment disclosed Same as above
Baltimore Terminal Operating EBITDA ($)10% $67.8M $62.9M Included in 57.86% 200% (Committee adjustment) Same as above
Overall Environmental Compliance (%)10% Matrix-based 99.964% compliance; 20 NOVs → 100% payout Included in 57.86% Not adjusted (remained 100%)

Company 2024 PSUs (first tranche) — metrics and outcomes

MetricWeightingTargetActualPayout factorTSR Modifier
ICP Free Cash Flow per Share ($)50% $16.91 $15.47 96.3% total factor across metrics 73rd percentile (0 to +20% scale; achieved +? per plan)
CONSOL Innovations Revenue Growth (%)15% 10% 7% Included in 96.3% As above
Capital Expenditure Management ($)15% $199M $178M Included in 96.3% As above
Scope 1 & 2 GHG Reduction (tons emitted)20% 6,750,000 8,100,000 Included in 96.3% As above

Notes:

  • 2024 RSUs vest in three equal installments on February 6, 2025/2026/2027 (time-based) .
  • PSUs vest ratably over three years, settle 50% in stock and 50% in cash; plan includes a +/-20% TSR modifier .

Quarterly STIC actuals (for context on intra-year cadence)

MetricQ1 2024 ActualQ2 2024 ActualQ3 2024 Actual
PAMC Production (tons)6.5M 5.6M 7.1M
PAMC Avg. Cash Cost/Ton ($)$40.29 $39.82 $35.85
Itmann Operating EBITDA – CapEx ($)($6.2M) ($12.5M) ($15.1M)
Baltimore Terminal Operating EBITDA ($)$17.9M $6.1M $17.6M

Equity Ownership & Alignment

  • Beneficial ownership for Braithwaite was not itemized in the proxy’s table covering directors and NEOs as of March 6, 2025; the group of all current directors and executive officers held 1,077,199 shares (2.02% of outstanding) . No disclosure of any shares pledged by Braithwaite was found .
  • Executive stock ownership guidelines allow compliance via a multiple-of-salary or fixed share approach (fixed divisor $20.00). Multiples: CEO 5x; President/CFO 2.5x; CAO/Controller/GC 2x; all NEOs as of Dec 31, 2024 were in compliance; Braithwaite was appointed in 2025, so his compliance status is not disclosed .

Employment Terms

  • Company-wide executive agreements: double-trigger cash severance upon a change-in-control (CIC) paired with restrictive covenants (confidentiality, non-compete, non-solicit); non-CIC severance payable only if terminated without cause; no tax gross-ups on parachute payments .
  • Award treatment in CIC: RSUs fully vest if not assumed, or vest upon qualifying termination within two years if assumed; PSUs vest pro rata and are deemed earned at target or actual performance through CIC, whichever is greater .
  • Precedent separation terms (CEO Paul Lang, Oct 2025): cash payment $7,950,553 plus COBRA and life premiums; RSUs settled per agreements; PSUs settled in cash at target using $88.45 stock price; one-year non-compete and non-solicit; consulting through year-end .

Performance & Track Record

  • Pricing and portfolio management: As CONSOL’s SVP Marketing, Braithwaite articulated portfolio price sensitivity to API2 and index-linked volumes (e.g., $0.14/ton sensitivity on ~26 million index-linked tons) and guided to “low 60s” average price for contracted business with a $100 API2 assumption .
  • Mix and export execution: He highlighted mix-driven price strength during the Baltimore outage, prioritizing higher-priced domestic and crossover metallurgical tons; noted >800,000 tons shipped to China YTD by Q2 2024, trending >1 million tons for the year .
  • Operating cadence: In Q3 2025, he clarified sales vs. production guidance and inventory draw timing tied to vessel schedules, reflecting commercial discipline in seaborne markets .
  • Company integration and capital returns: Post-merger Q1 2025 delivery included $101.3 million in buybacks (1.4 million shares) and a $0.10 dividend; liquidity $858.3 million; synergy target raised to $125–$150 million annually; robust thermal segment contribution and Leer South recovery plan .

Compensation Committee Analysis

  • Independent consultant: Mercer engaged; compensation program reviewed for independence and market competitiveness; additional Mercer/Marsh services reviewed for conflicts; committee found none .
  • Peer group used for benchmarking: Alliance Resource Partners, Arch Resources, Alpha Metallurgical, Cleveland-Cliffs, Compass Minerals, Hallador, Louisiana-Pacific, NACCO, NRP, Peabody, Ramaco, SunCoke, Warrior Met Coal .
  • Say-on-pay outcome: 2024 approval ~94.8%, supporting current pay-for-performance framework .

Risk Indicators & Governance Practices

  • Clawback, anti-hedging, insider trading policies and stock ownership guidelines in force; majority-independent board; four fully independent committees .
  • No excise tax gross-ups in CIC agreements .
  • Section 16 compliance: one late Form 4 for certain officers in 2024 related to market share units vesting in cash; no Braithwaite-specific filings cited in the proxy .

Investment Implications

  • Alignment: Company-wide incentives are rigorously tied to operational cash metrics (ICP FCF/share), capital discipline, environmental performance, and relative TSR; RSU/PSU structures and TSR modifiers reinforce stockholder alignment .
  • Retention risk: Robust severance/CIC protections and multi-year vesting support retention; absence of disclosed pledging and presence of clawbacks reduce governance risk; personal compensation detail for Braithwaite is limited, constraining a granular pay-for-performance assessment .
  • Trading signals: Committee adjustments to STIC for extraordinary events (Baltimore bridge collapse) indicate pragmatic governance and recognition of management execution; continued capital returns, liquidity, and raised synergy targets post-merger support confidence in commercial strategy where Braithwaite leads marketing and sales .