Richard T. Williams
About Richard T. Williams
Richard T. Williams (age 71) is an independent director of Coca-Cola Consolidated, Inc. (COKE), serving on the Board since 2017; he is a retired Duke Energy executive with senior roles spanning Corporate Community Affairs, Environmental, Health & Safety, and Enterprise Field Services . The Board has affirmatively determined he is independent under Nasdaq standards; COKE operates as a “controlled company,” with more than 50% voting power controlled by the CEO, which affects committee requirements and board composition .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Duke Energy Corporation | Vice President, Corporate Community Affairs | Mar 2012–Dec 2015 | Led corporate community engagement and philanthropy; President of Duke Energy Foundation (Mar 2007–Dec 2015) . |
| Duke Energy Corporation | Vice President, Environmental, Health & Safety | May 2008–Mar 2012 | Oversight of EHS programs . |
| Duke Energy Corporation | Vice President, Enterprise Field Services | Jan 2006–May 2008 | Led enterprise field operations . |
External Roles
| Organization | Role | Tenure | Type |
|---|---|---|---|
| HomeTrust Bancshares, Inc. | Director | Current | Public company (bank/financial holding company) . |
| Atrium Health (part of Advocate Health) | Director/Board Member | Current | Nonprofit/health system . |
| Read Charlotte; Billy Graham Evangelistic Association; Hope Haven, Inc.; The Good Fellows Club; Samaritan’s Purse | Director/Board Member | Current | Nonprofit boards . |
| University of North Carolina at Chapel Hill | Trustee | 1999–2007 | Public university board . |
| Central Piedmont Community College | Trustee | 2014–2022 | Public college board . |
| UNC HealthCare System; Greater Charlotte YMCA; Mint Museum; Bank of Commerce, Charlotte | Director/Board roles | Various (2004–2014; 2008–2014; 2004–2014; 2008–2014) | Nonprofit/financial . |
Board Governance
- Committee assignments: Member, Compensation Committee; not Audit; not Executive .
- Chair roles: None (Compensation Committee chaired by Dennis A. Wicker) .
- Independence: Board determined Williams is independent; independent directors meet in executive session at least twice per year .
- Board activity and attendance: Board held 5 meetings in fiscal 2024; each incumbent director attended at least 75% of the aggregate meetings of the Board and committees on which they served; 11 of 12 directors participated in the 2024 annual meeting (virtual) .
- Lead Independent Director: Dennis A. Wicker (reappointed March 2025) .
- Years of service: Director since 2017 .
Fixed Compensation
| Year | Base Annual Retainer ($) | Committee Meeting Fees ($) | Chair/Lead Fees ($) | Total Cash ($) |
|---|---|---|---|---|
| 2024 | 190,000 | 3,200 (2 Compensation Committee meetings × $1,600 per meeting) | 0 (not Chair/Lead) | 193,200 |
| 2023 | 190,000 | 3,200 (2 Compensation Committee meetings × $1,600 per meeting) | 0 (not Chair/Lead) | 193,200 |
- Elements for non-employee directors: Base annual retainer ($190,000); supplemental retainers for committee chairs (Audit $20,000; Compensation $15,000); Lead Independent Director $20,000; and $1,600 per Audit/Compensation/Executive Committee meeting attended .
- Deferrals: Directors may defer all or a portion of retainers and meeting fees under the Director Deferral Plan, with investment options and specified payout rules .
Performance Compensation
- Non-employee directors do not receive performance-based equity (RSUs/PSUs) or option awards; compensation consists of cash retainers and meeting fees, with optional deferral but no performance metrics or equity grants disclosed for directors .
Other Directorships & Interlocks
| Entity | Nature | Potential Interlock/Conflict |
|---|---|---|
| HomeTrust Bancshares, Inc. | Outside public board | No related-party transaction disclosures involving Williams; independence confirmed by Board . |
| Nonprofit boards listed above | Outside nonprofit boards | No related-party transaction disclosures involving Williams . |
- Related-party framework: COKE maintains a related person transactions policy overseen by the Audit Committee; major related-party relationships primarily concern The Coca-Cola Company and Harrison family entities; no Williams-specific transactions disclosed .
Expertise & Qualifications
- Senior executive leadership in corporate community affairs and philanthropy; prior President of a major corporate foundation .
- Environmental, Health & Safety oversight experience as VP at Duke Energy .
- Broad boardroom exposure across public company (HomeTrust Bancshares) and multiple nonprofit institutions .
Equity Ownership
| Holder | Common Shares Owned | % of Class | Pledged/Hedging |
|---|---|---|---|
| Richard T. Williams | 0 | <1% | Company policy prohibits hedging, short selling, and using Company securities as collateral in margin accounts (directors/officers) . |
- Director/Officer group (excluding the controlling stockholder): 100 common shares as a group; Williams individually shows zero common shares; all entries are <1% of class .
Governance Assessment
- Strengths: Independent director; member of Compensation Committee that oversees executive and director pay; Board holds executive sessions of independent directors at least twice annually; presence of a Lead Independent Director enhances independent oversight; formal insider trading policy prohibits hedging/pledging, supporting alignment with shareholder interests .
- Risks/Red flags:
- Controlled company status and concentrated voting power (Harrison group ~72.2% of total voting power as of record date) can limit minority shareholder influence on director elections and governance decisions .
- Low personal stock ownership (0 shares reported for Williams; non-employee director compensation appears entirely cash-based with no equity grants), potentially weakening direct economic alignment versus equity-holding models; no director stock ownership guidelines disclosed in the proxy .
- Family relationships on the Board (Chair/CEO Harrison and Vice Chair Everett) underscore the importance of independent committee rigor; Williams’ role on the independent Compensation Committee is relevant to maintaining checks and balances .
Overall signal: Williams brings EHS and community stewardship expertise and serves on the Compensation Committee with independent status, but alignment concerns include zero share ownership and an all-cash director compensation structure within a controlled company framework .