Dane J. Neumann
About Dane J. Neumann
Executive Vice President, Chief Financial Officer, Treasurer and Assistant Secretary of CVR Energy since October 6, 2021; previously Interim CFO (Aug–Oct 2021), VP – Finance & Treasurer (Jun 2020–Oct 2021), and earlier roles in FP&A and projects since 2018 . Age 41 (2025 proxy); B.S. in Finance and Political Science and an MBA from the University of Minnesota; Certified Public Accountant . Nearly 15 years’ refining and petrochemicals experience across finance, accounting, business development, planning and analytics, with prior roles at Andeavor (Tesoro), Western Refining (WNR), and Northern Tier Energy (NTI) . Company-level pay-versus-performance shows 2020–2024 TSR and fundamentals trend used by the Compensation Committee: 2024 TSR value of $76 on a $100 base (peer group $120), net income $45mm, Adjusted EBITDA $317mm; 2023: $117 TSR, net income $878mm, Adjusted EBITDA $1,164mm .
Past Roles
| Organization | Role | Years | Strategic impact |
|---|---|---|---|
| CVR Energy, Inc. | EVP, CFO, Treasurer & Assistant Secretary | Oct 2021–present | Leads all finance and accounting functions for CVR Energy and affiliates . |
| CVR Energy, Inc. | Interim CFO (Principal Financial Officer) | Aug 2021–Oct 2021 | Transitional leadership of finance during CFO search . |
| CVR Energy, Inc. | VP – Finance & Treasurer | Jun 2020–Oct 2021 | Oversaw treasury and corporate finance activities . |
| CVR Energy, Inc. | VP FP&A; Director, Projects & Controls | 2018–2020 | Led FP&A and project controls across refining/fertilizer . |
| Andeavor (Tesoro) and affiliates | Director, Commercial Business Planning & Analytics; other finance roles | 2011–2018 | Commercial planning/analytics and FP&A for refining/marketing . |
| Western Refining (WNR) / Northern Tier Energy (NTI) | FP&A leadership; Corporate Finance Manager (GP of NTI) | 2012–2017 | Finance integration across M&A (NTI→WNR) and planning . |
External Roles
| Organization | Role | Years | Strategic impact |
|---|---|---|---|
| Andeavor (Tesoro) and affiliates | Various finance roles incl. Director, Commercial Business Planning & Analytics | 2011–2018 | Planning/analytics supporting commercial optimization . |
| Western Refining (WNR) | Director FP&A (post NTI acquisition) | 2017 | Integration and FP&A leadership . |
| Northern Tier Energy (NTI) GP | Corporate Finance Manager | 2012–2016 | Corporate finance at NTI GP before sale to WNR . |
Fixed Compensation
| Metric | FY 2022 | FY 2023 | FY 2024 |
|---|---|---|---|
| Base Salary (USD) | $450,000 | $522,500 | $546,013 |
| Target Annual Bonus (% of salary) | 120% | 120% | 120% |
| Actual Annual Bonus Payout (USD) | $650,200 | $699,000 | $746,000 |
Notes:
- 2024 target mix remained unchanged; other NEOs’ target pay predominantly at-risk (73%) per Compensation Committee design .
- No individual employment agreement for Neumann; participates in company-wide severance plan (see Employment Terms) .
Performance Compensation
Annual bonus plan structure emphasizes safety/reliability and capital/expense discipline.
2024 CVI Corporate Performance-Based Bonus – results and payout:
| Category | Metric (weight) | 2024 Achievement | Payout vs target | Weighted contribution |
|---|---|---|---|---|
| EH&S (25%) | TRIR (8.33%) | Decrease of 30% | 150% | 12.50% |
| PSIR (8.33%) | Increase | 0% | — | |
| Environmental Events (8.33%) | Less than 20 | 150% | 12.50% | |
| Financial (75%) | Reliability (18.75%) | 3.4% | 150% | 28.13% |
| Equipment Utilization (18.75%) | 99.5% | 95% | 17.81% | |
| Operating Expenses (18.75%) | 101.0% | 91% | 17.06% | |
| ROCE vs peer set (18.75%) | Second | 125% | 23.44% | |
| Total | 111% | 111% |
Key plan mechanics and metrics:
- Weighting: EH&S 25% (TRIR, PSIR, Environmental Events equally weighted); Financial 75% (Reliability, Equipment Utilization, OpEx vs budget, and ROCE ranking equally weighted) .
- ROCE peer group (Refining): Delek US, HF Sinclair, Marathon, Par Pacific, PBF, Valero; (Fertilizer peer set maintained, used for CVR Partners weighting) .
- Payouts contingent on an Adjusted EBITDA threshold; Committee retains discretion for extraordinary events .
Equity Ownership & Alignment
- Beneficial ownership of CVR Energy common stock: the 2024 and 2025 proxy security ownership tables did not report any shares beneficially owned for Dane J. Neumann (displayed as “—”) .
- Equity award vehicle: cash-settled “incentive units” (CVI LTIP) that vest ratably over three years; payout equals 10-trading-day average CVI share price prior to vest plus accrued dividend equivalents .
- Ownership guidelines: none for executives; rationale is to avoid dilution given cash-settled design .
- Hedging/pledging: policy prohibits executives from hedging or pledging company securities; also strong recommendations against options/margin trading .
- Options: no stock options granted in recent years .
Unvested incentive units held at 12/31/2024 (valuation methodology per proxy):
| Grant | Units Unvested | Proxy Valuation Basis | Value (USD) |
|---|---|---|---|
| 12/14/2022 | 5,077 | $24.74 (CVI close + $6.00 accrued dividends) | $125,605 |
| 12/13/2023 | 13,214 | $20.24 (CVI close + $1.50 accrued dividends) | $267,451 |
| 12/11/2024 | 34,473 | $18.74 (12/31/24 closing price) | $646,024 |
2024 vestings realized (cash-settled):
| Award Type | Units Vested (2024) | Value Realized |
|---|---|---|
| Incentive Units | 19,421 | $494,670 |
Equity Grants (Multi‑year)
| Grant date | Award type | Units granted | Grant date fair value |
|---|---|---|---|
| 12/14/2022 | Incentive Units (CVI) | 15,232 | N/A (grant-date FV shown via 2022 SCT as part of $453,609 total stock awards) |
| 12/13/2023 | Incentive Units (CVI) | 19,822 | $604,967 |
| 12/11/2024 | Incentive Units (CVI) | 34,473 | $685,323 |
Vesting schedule: each grant vests in one-third annual installments over three years; cash payout equals 10-day average CVI share price prior to vest plus accrued dividend equivalents .
Employment Terms
| Topic | Details |
|---|---|
| Employment agreement | None disclosed for Neumann; only CEO has individual agreement . |
| Severance/change-in-control | Covered by CVI Severance Plan. If involuntary termination without cause or resignation for good reason in connection with a change-in-control (within 120 days before or 24 months after), cash severance equals 12 months’ base pay plus average of prior 3 annual bonuses; 100% acceleration of unvested incentive awards (cash-settled) using 20-day average price plus accrued dividends . |
| Potential CIC payouts (illustrative, as of 12/31/2024) | Accelerated vesting value: $1,035,387; Cash severance: $1,220,613; Total: $2,256,000 . |
| Non-compete / Non-solicit | Required for 12 months to receive severance; also perpetual non-disclosure/non‑disparagement per plan conditions . |
| Clawback | NYSE/Dodd-Frank compliant clawback for 3 prior fiscal years upon accounting restatement; award and bonus plans include misconduct/for-cause clawback provisions . |
| Perquisites | No perquisites >$10,000 for NEOs in 2024 . |
Company Performance During Neumann’s Tenure (proxy-defined)
| Metric | 2020 | 2021 | 2022 | 2023 | 2024 |
|---|---|---|---|---|---|
| TSR – value of initial $100 | $39 | $49 | $106 | $117 | $76 |
| Peer Group TSR – $100 | $54 | $73 | $134 | $161 | $120 |
| Net Income (USD mm) | (320) | 74 | 644 | 878 | 45 |
| Adjusted EBITDA (USD mm) | 126 | 301 | 1,369 | 1,164 | 317 |
Compensation Committee and Governance Context
- Pay design: majority at-risk; NEO target mix ~73% variable in 2024 . Committee ties compensation to financial and EH&S metrics; utilizes ROCE peer ranking; can exercise discretion for extraordinary events .
- Consultant: No independent compensation consultant engaged for 2024 .
- Hedging/pledging: Executive policy prohibits hedging and pledging; double-trigger vesting on change-in-control for awards .
Investment Implications
- Pay-for-performance alignment: Annual incentive metrics (Reliability, ROCE, cost discipline, EH&S) directly reflect refinery/fertilizer operating levers; 2024 payout at 111% suggests balanced performance (strong reliability/EH&S, mixed cost/utilization), consistent with downside-protected but accountable design .
- Limited selling pressure/dilution: Cash-settled incentive units avoid share issuance and do not require open-market sales to monetize—reducing overhang and trading-related selling pressure; executive hedging/pledging prohibitions further mitigate adverse alignment risks .
- Retention/CIC risk: Double-trigger CIC severance with full acceleration and 12 months’ salary plus average bonus is meaningful but standard; illustrative CIC value for Neumann ~$2.26mm as of 12/31/24, suggesting manageable parachute economics relative to role .
- Ownership alignment trade-off: Absence of equity ownership requirements and no reported direct CVI share ownership may modestly weaken long-horizon alignment versus peers that require stock multiples; however, award value is tied to CVI price via cash-settled units and includes dividend equivalents, partially offsetting this concern .
- Execution track record: Neumann’s finance leadership coincides with post-2022 cyclical normalization—Adjusted EBITDA moved from $1,369mm (2022) to $317mm (2024) amid sector conditions, while the bonus framework emphasized controllable reliability/ROCE factors; TSR underperformed peer group in 2024, reinforcing the importance of capital/expense discipline and margin capture in 2025–2026 incentives .