Lieutenant General (Ret.) Larry D. Wyche
CURTISS WRIGHTAbout Lieutenant General (Ret.) Larry D. Wyche
Independent director (since 2023) with deep U.S. Army supply chain and logistics leadership experience; age 67. CEO of Wyche Leadership and Federal Contracting Consulting (since 2017). Serves on Audit and Committee on Directors & Governance; qualifies as an independent director under NYSE standards. Board tenure: 2 years as of the 2025 proxy. No public-company directorships; external roles include board service at a non-profit and an academic advisory council.
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| U.S. Army Materiel Command | Deputy Commanding General | 2015–2017 | Oversight of acquisition, contracting, logistics; strategic planning and operations expertise relevant to defense markets. |
| Combined Arms Support Command | Commanding General | 2012–2014 | Led training/doctrine for logistics; organizational leadership and workforce development. |
| U.S. Army Materiel Command | Deputy Chief of Staff for Operations | 2010–2012 | Operational management of materiel support; risk, cyber assurance exposure. |
| Joint Munitions Command | Commanding General | 2008–2010 | Munitions production and supply chain; manufacturing and quality oversight. |
| Pentagon (Supply Chain Strategy & Integration; Supply Chain & Logistics Programs) | Director / Chief | 2002–2008 | Enterprise supply-chain strategy and program leadership. |
External Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Wyche Leadership and Federal Contracting Consulting | Chief Executive Officer | 2017–present | Advises on federal acquisition, contracting, emerging tech, cyber assurance. |
| Ready One Industries (non-profit) | Director | Ongoing (noted) | Community impact; governance oversight in non-profit setting. |
| Texas A&M University – Corpus Christi | Advisory Council Member | Noted in 2025 proxy | Academic advisory; talent pipeline and program engagement. |
Board Governance
- Committees: Audit; Committee on Directors & Governance (not a chair). Audit Committee met 6 times in 2024; CD&G met 3 times. Audit Committee financial experts designated: Robert J. Rivet and Glenda J. Minor.
- Independence: Determined independent under NYSE and company guidelines. Board has 8 of 9 independent nominees; all standing committees are 100% independent.
- Attendance and engagement: In 2024 the Board held 8 meetings, committees held 16; no director attended less than 75% of aggregate meetings. Regular executive sessions of non‑management directors (≥4 times in 2024).
- Board leadership: Lead Independent Director role in place (Robert J. Rivet effective May 2024); strong independent oversight; annual elections with majority-withhold resignation policy.
- ESG oversight: CD&G provides primary oversight of ESG; Audit oversees ethics and cybersecurity; Comp Committee oversees human capital.
Fixed Compensation
| Component (Director) | Structure | 2024 Actual for Wyche ($) |
|---|---|---|
| Annual retainer (cash/stock elective) | $85,000 | Included in “Fees Earned” total below |
| Committee membership fees | $12,500 per committee | Included in “Fees Earned” total below (Audit; CD&G) |
| Committee chair fees | $25,000 Audit; $20,000 Exec Comp; $15,000 Finance; $15,000 CD&G | Not applicable (not a chair) |
| Lead Independent Director fee | $30,000 | Not applicable |
| Restricted stock (annual grant) | 641 shares (Feb 2024), grant-date value $145,000 | $145,000 |
| Fees earned or paid in cash (electable in stock) | Quarterly retainer/membership fees | $110,000 (Wyche elected to take portions in stock; see share detail below) |
- Stock-in-lieu elections: Wyche elected to receive portions of quarterly fees in stock (small grants each quarter, e.g., 12/12/21 shares on Mar 31; 12/12/20 on Jun 30; 10/10/16 on Sep 30; 9/9/15 issued Jan 2, 2025), each with grant-date fair values of $3,125 or $5,312 tranches, evidencing proactive alignment with shareholders.
- 2025 director grant: Each non-employee director granted 414 restricted shares valued at $145,000 (Feb 2025).
Performance Compensation
- Directors do not receive performance-based incentives; equity awards are time-based restricted common stock with one-year service vesting (no TSR/financial metrics).
Other Directorships & Interlocks
| Category | Company | Role | Notes |
|---|---|---|---|
| Public company boards | None | — | No public-company directorships. |
| Private/non-profit | Ready One Industries | Director | Non-profit governance role. |
| Academic | Texas A&M University – Corpus Christi | Advisory Council Member | Advisory role; not a governing board. |
- Interlocks/conflicts: The Board’s independence review disclosed no material relationships affecting Wyche’s independence; no related party transactions >$120,000 in 2024.
Expertise & Qualifications
- Senior leadership in U.S. military logistics and supply chain; familiarity with U.S. government acquisition/contracting, cyber assurance, human capital, financial management, and strategic planning.
- Adds diversity of experience; identified in skills matrix for senior leadership and diverse characteristics.
Equity Ownership
| Measure | Detail |
|---|---|
| Beneficial ownership (Feb 20, 2025) | 1,386 shares; less than 1% of outstanding. |
| Shares outstanding (record base) | 37,703,216 shares (Feb 20, 2025). |
| Ownership % of outstanding | ~0.0037% (1,386 / 37,703,216). |
| Restricted stock outstanding (Dec 31, 2024) | 855 stock awards outstanding. |
| Deferred shares (not counted as beneficial ownership) | 207 shares deferred. |
| Director ownership guidelines | 5× annual retainer; directors may elect fees in stock and can defer awards. |
| Hedging/pledging | Prohibited for directors under 2024 Omnibus Incentive Plan and company policy. |
Governance Assessment
- Strengths: Independent director with mission-critical supply chain and defense contracting expertise; active committee participation (Audit; CD&G); strong board-level independence/controls; high investor support for executive pay (Say‑on‑Pay approval >92% in 2024 and 2025), signaling broad confidence in governance and compensation programs.
- Alignment signals: Elected to take quarterly fees in company stock; annual restricted stock grants standard; robust anti‑hedging/pledging and stock ownership policy (5× retainer) enhance alignment.
- Attendance/engagement: Board and committee cadence is robust; no director below 75% attendance in 2024; regular executive sessions.
- Risk/Conflicts: No related‑party transactions; no disclosed legal proceedings; double‑trigger CoC protections and rigorous clawbacks apply to executives (contextual governance strength). No red flags observed specific to Wyche.
- Watch items: Not designated an “audit committee financial expert” (committee has two designated experts); ensure ongoing monitoring of any consulting activities to preclude related‑party exposure; track progress toward director stock ownership guideline (status not disclosed).
RED FLAGS: None disclosed—no related-party transactions; hedging/pledging banned; clean independence review; attendance above minimum threshold; no legal proceedings involving Wyche.