Peter C. Wallace
CURTISS WRIGHTAbout Peter C. Wallace
Independent director of Curtiss-Wright Corporation; age 70; joined the Board in 2016. Former CEO and director of Gardner Denver Inc. and previously President/CEO and director of Robbins & Myers, Inc., with extensive experience transforming industrial businesses through M&A, divestitures, lean implementation, and talent development. Currently non‑executive Chairman of Applied Industrial Technologies, Inc. and non‑executive Chairman of Rogers Corporation; also serves on the board of a private manufacturing firm. Board-designated independent director; the Board reviewed his external directorships where Curtiss‑Wright purchases goods/services and determined the relationships were immaterial and did not affect independence.
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Gardner Denver Inc. | Chief Executive Officer and Director | Jun 2014 – Jan 1, 2016 | Led strategy including acquisitions/divestitures; organizational changes; lean implementation; profitability improvement. |
| Robbins & Myers, Inc. | President, Chief Executive Officer, and Director | 2004 – Feb 2013 | Led highly engineered equipment company; company sold to National Oilwell Varco in Feb 2013. |
External Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Applied Industrial Technologies, Inc. | Non‑Executive Chairman of the Board; Director | 2005 – present | Leadership oversight and governance; industrial products and fluid power. |
| Rogers Corporation | Non‑Executive Chairman of the Board; Director | 2010 – present | Leadership oversight and governance; engineered materials. |
| Private manufacturing firm (packaging/industrial markets) | Director | Not disclosed | Governance oversight. |
Board Governance
- Committee assignments: Chair, Committee on Directors and Governance; Member, Finance Committee.
- Independence: Board affirmatively determined Wallace is independent under NYSE and corporate guidelines; considered his roles at entities from which the Company purchases goods/services and deemed transactions immaterial.
- Attendance: In 2024, no director attended less than 75% of aggregate Board and committee meetings; Board met 8 times, committees met 16 times.
- Executive sessions: Non‑employee directors met at least four times in executive session in 2024.
- Committee oversight (context for his chair role): Committee on Directors and Governance oversees Board composition, director nominations, ESG oversight (including climate disclosures), self‑assessment, and non‑employee director pay. Finance Committee oversees capital structure, capital allocation, dividends/buybacks, currency risk/hedging, and pension investment policies.
Fixed Compensation
| Component | Amount/Terms | Notes |
|---|---|---|
| Annual cash retainer | $85,000 (2024) | Standard non‑employee director retainer. |
| Committee membership fees | $12,500 per committee (2024) | Two committees for Wallace → $25,000. |
| Committee chair fee | $15,000 (Committee on Directors & Governance) (2024) | Wallace chairs this committee. |
| Total fees earned (cash/stock) | $125,000 (2024) | Sum of retainer, memberships, chair fee; matches reported fees earned. |
| Annual director equity grant | 641 restricted shares; grant date fair value $145,000 (Feb 2024) | Standard annual grant to each non‑employee director. |
| Reported stock awards (2024) | $145,000 | Equity grant value for Wallace. |
- Directors may elect to receive retainer/chair/committee fees in stock, cash, or both, and may defer receipt; policy requires each director to accumulate stock equal to 5x annual retainer.
Performance Compensation
| Item | Details | Metric/Terms |
|---|---|---|
| Director equity award type | Restricted Common Stock | Service‑based vesting (one‑year period); no performance metrics. 2024 grant: 641 shares ($145,000). |
Other Directorships & Interlocks
| Company | Relationship to CW | Notes |
|---|---|---|
| Various (not named) | CW purchases goods/services from entities where certain directors (including Flatt and Wallace) serve | Board deemed transactions individually/aggregately immaterial; directors do not participate in day‑to‑day management of those entities; independence maintained. |
Expertise & Qualifications
- Former CEO of NYSE‑listed industrials; extensive senior leadership, M&A, international experience; other public board experience. Skills matrix flags “Extensive M&A,” “Broad International Experience,” “Other Public Company Board Experience,” “Current or Former CEO,” “Senior Leadership.”
Equity Ownership
| Item | Amount | Notes |
|---|---|---|
| Beneficial ownership (shares) | 4,986 | Sole voting/investment power; held in trust. |
| % of shares outstanding | ~0.013% | 4,986 ÷ 37,703,216 shares outstanding (Feb 20, 2025). |
| Deferred shares (not counted as beneficial until delivery) | 4,223 | Elected deferral of director share grants. |
| Pledging/Hedging | Not permitted | Company policy prohibits hedging/pledging of CW stock. |
| Ownership guideline | 5x annual retainer | Compliance status not disclosed for Wallace. |
Governance Assessment
- Committee leadership and oversight: Chairing Directors & Governance is a high‑influence role overseeing Board composition, ESG disclosures/controls, and director compensation—supports board effectiveness and structured self‑evaluation.
- Independence and conflicts: Board explicitly reviewed Wallace’s external directorships where CW purchases goods/services; found transactions immaterial and independence intact. No related‑party transactions >$120,000 disclosed for directors in 2024.
- Attendance/engagement: Met Company’s attendance expectations; Board/committees active with executive sessions—indicates engagement.
- Compensation alignment: Cash fees are modest, with equity grant standard at $145,000; directors must accumulate stock equal to 5x retainer; anti‑hedging/pledging policy strengthens alignment and mitigates misalignment risks.
- Ownership signal: Beneficial ownership is small in % terms, but presence of deferred shares and ownership guidelines suggests longer‑term alignment; exact guideline compliance not disclosed.
- RED FLAGS: None disclosed—no legal proceedings, no related‑party transactions above thresholds, no attendance shortfalls, and independence affirmed despite external board roles.