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Valli Perera

Director at Core Natural ResourcesCore Natural Resources
Board

About Valli Perera

Independent director of Core Natural Resources (CNR); age 67; director since March 22, 2023. Currently serves on the Audit Committee and the Nominating & Corporate Governance Committee; previously chaired the Nominating & Corporate Governance Committee in 2024 and joined the Compensation Committee in March 2024. Seasoned former Deloitte senior partner with 40+ years’ experience; MS in Taxation (Drexel), graduate degree in journalism (Northwestern); retired CPA; credentialed by the Chartered Institute of Management Consultants (UK). Board determined she is independent under NYSE rules; legacy CONSOL directors (including Perera) had 100% attendance in 2024 .

Past Roles

OrganizationRoleTenureCommittees/Impact
Deloitte LLPSenior Partner; Managing Director for Global Services and Global M&A; Service Innovation Board memberPartner since 1997; retired June 2019Led client teams across finance, M&A, technology transformation; worked with CFOs via Deloitte’s CFO Transition Lab
Make-A-Wish IllinoisDirector2014–2020Non-profit board service
Communities in Schools of ChicagoDirector; Chair, Governance Committee2012–2024Governance leadership at non-profit

External Roles

OrganizationRoleTenureNotes
Midmark Corporation (private)Director; Audit & Compensation CommitteesSince 2020Private company; committee experience relevant to CNR governance
Other current public company directorshipsNoneNo public interlocks
Former public company directorships (past 5 years)None

Board Governance

PeriodCommitteeRoleMeetings Held (2024)Notes
2024Nominating & Corporate GovernanceChair6 100% attendance by legacy CONSOL directors
2024AuditMember5 Financial oversight, related-party review
2024CompensationMember (effective Mar 27, 2024)5 Oversight of exec comp, clawback, ownership guidelines
2024Health, Safety & EnvironmentalMember6 Safety and ESG oversight
Current (Feb 2025)AuditMemberAudit Committee members: Chair Kriegshauser; Perera; Platt
Current (Feb 2025)Nominating & Corporate GovernanceMemberBoard refreshment and independence oversight
  • Independence: Board affirmed Perera and all directors other than Brock (Executive Chair) and Lang (then-CEO) are independent under NYSE rules; all standing committees are fully independent .
  • Audit Committee expertise: Board determined all Audit members are financially literate; Audit members (including Perera) qualified as “audit committee financial experts” during 2024/early 2025 .

Fixed Compensation

YearCash Fees (Retainers)Equity Awards (RSUs, grant-date FV)All OtherTotal
2024$155,833 $150,000 (granted May 7, 2024) $0 $305,333
2024 Director Compensation Program ElementsDollar Value
Board retainer$140,000
Lead Independent Director retainer$175,000 (includes $140,000 + $35,000)
Committee Chair retainer (other than Audit & Compensation)$15,000
Audit Committee Chair retainer$30,000
Compensation Committee Chair retainer$20,000
Audit Committee member retainer$10,000
Annual RSU award (non-employee directors)$150,000 (vests on first anniversary of grant; 2024 grant on May 7, 2024)
  • Deferred Compensation: Directors may elect to defer cash and/or equity into deferred stock units, settled generally within 30 days of termination (no later than 5th anniversary) .
  • Perera deferral: Elected to defer receipt of her 2024–2025 RSU award covering 1,733 RSUs until termination of service .

Performance Compensation

Equity Grants & VestingGrant DateRSUsVesting
Annual non-employee director RSUMay 7, 20241,733 Vests on first anniversary; all unvested director RSUs vested in full at Merger Effective Date (Jan 14, 2025)
  • Directors do not receive performance-based pay or options; equity is time-based RSUs. Clawback and anti-hedging policies exist at the company level and are overseen by the Compensation Committee .

Other Directorships & Interlocks

CategoryDetail
Compensation Committee interlocksNone; no member served as a Core officer; no reciprocal board interlocks with Core executives during the last fiscal year
Public company boardsNone for Perera (current and past five years)

Expertise & Qualifications

  • 40+ years professional services experience; deep finance, accounting, tax, M&A and technology transformation background; Deloitte CFO Transition Lab involvement .
  • Retired CPA; MS Taxation (Drexel); graduate degree in journalism (Northwestern); Chartered Institute of Management Consultants (UK) credential .
  • Audit committee financial literacy and expertise designation; cross-committee experience enhances board effectiveness .

Equity Ownership

HolderCore Shares Beneficially OwnedPercent of ClassNotes
Valli Perera4,992 * (<1%) Includes 4,359 vested RSUs deferred for delivery
Outstanding director RSUs (12/31/2024)1,733 Unvested awards vested at Merger Effective Date (Jan 14, 2025)
Stock Ownership Guidelines (Directors)RequirementCompliance
Value equal to 5x annual cash retainer (based on closing price) OR 5x retainer divided by $20.00; 5-year window5x retainer All directors compliant or within 5-year transition as of 12/31/2024
  • Anti-hedging policy in place; ownership/holding guidelines and clawback policy emphasized .

Say-on-Pay & Shareholder Feedback (signal for governance climate)

ProposalForAgainstAbstainBroker Non-Votes
2024 NEO Compensation (Advisory)42,391,705 1,526,229 86,326 4,706,469
  • Director election support: Perera received 43,822,699 “For”; 181,561 “Withheld”; 4,706,469 broker non-votes at the April 29, 2025 meeting .

Related Party Transactions and Conflicts

  • Formal Related Person Transaction Policy requiring Audit Committee pre-approval; no reportable related person transactions in 2024; Audit oversees related-person reviews .
  • No disclosed loans, family transactions, or payments to entities controlled by Perera .

Governance Assessment

  • Strengths

    • Proven financial and audit expertise; current Audit Committee member and former NCGC Chair, reinforcing risk oversight and board refresh disciplines .
    • Independence affirmed; 100% meeting attendance among legacy directors in 2024; strong election support in 2025 .
    • Ownership alignment via RSUs, deferral elections, and compliance within stock ownership guidelines framework .
    • No related-party transactions; no interlocks; robust committee charters including clawback, anti-hedging, and succession oversight .
  • Watch items

    • Post-merger committee reconstitution altered roles; continued monitoring of workload and committee transitions advisable (Audit remains a critical seat) .
    • Company-level operational and market risks enumerated in later disclosures require sustained Audit and risk oversight; board leadership changes in 2025 increase governance importance .
  • RED FLAGS

    • None disclosed for Perera: no pledging/hedging disclosures specific to her; no related-party exposure; no attendance or pay anomalies reported .