Avraham M. Neikrug
About Avraham M. Neikrug
Avraham M. Neikrug, age 55, has served as an independent director of Crimson Wine Group (CWGL) since February 2013. He is Managing Partner of Goldenhill Ventures (since June 2011), with managerial and investing experience across cable TV in Russia (JIR Inc.), B2B ISP in Austria (JIRP), and a private equity effort in Argentina (M&A Argentina) . The Board has determined Mr. Neikrug is independent under NASDAQ listing standards; his biography notes a family relationship: his father is a first cousin to fellow director Joseph S. Steinberg .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| JIR Inc. (Russia) | Founder/Operator; regional cable TV development | Not disclosed | Industry/operator experience cited in director biography |
| JIRP (Austria) | Founder/Operator; B2B ISP | Not disclosed | Telecom/ISP operating and investment experience |
| M&A Argentina | Private equity effort | Not disclosed | PE investing experience |
External Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Goldenhill Ventures | Managing Partner | Since June 2011 | Leads buy-and-build investments with management partners |
Board Governance
- Committee memberships and roles:
- Audit Committee: Member; committee chaired by Douglas M. Carlson, with members Neikrug and Colby A. Rollins; independent determinations affirmed .
- Compensation Committee: Member; chaired by Colby A. Rollins; independent determinations affirmed; FW Cook engaged for executive comp benchmarking (no other services) .
- Nominating Committee: Chairman; members Neikrug (Chair), Steinberg, and Rollins; all independent; met one time in 2024 .
- Attendance and engagement: In 2024, the Board met four times; all directors attended at least 75% of the aggregate of Board and committee meetings during their service periods; all seven then-directors attended the 2024 Annual Meeting of Stockholders .
- Audit Committee report signatory: The Audit Committee’s report (recommending inclusion of audited 2024 financials in Form 10‑K) is signed by Carlson (Chair), Neikrug, and Rollins, indicating active oversight engagement .
- Independence: The Board determined Neikrug (and all other non-executive directors) are independent under NASDAQ standards .
Fixed Compensation
- Director fee structure (approved March 2013):
- Annual Board retainer: $25,000 cash; per meeting fee $2,500 for each Board, committee, or shareholder meeting attended in person .
- Audit Committee: Chair $26,000; member $17,000 .
- Compensation Committee: Chair $26,000; member $17,000 .
- 2024 fees earned:
- Mr. Neikrug: $84,000 (cash) .
| Component | 2021 (older) | 2024 (newer) |
|---|---|---|
| Annual Board Retainer (cash) | $25,000 | $25,000 |
| Audit Committee – Member fee (cash) | $17,000 | $17,000 |
| Compensation Committee – Member fee (cash) | $17,000 | $17,000 |
| Per‑meeting fee (cash, in‑person) | $2,500 per meeting | $2,500 per meeting |
| Total Fees Earned (Mr. Neikrug) | $86,500 | $84,000 |
Notes:
- 2021 fees reflect voluntary waivers by certain directors; Mr. Neikrug’s total was $86,500 .
- 2024 director compensation table shows only “Fees Earned or Paid in Cash,” indicating no equity grants to non‑employee directors in 2024 .
Performance Compensation
- Equity or performance‑based director compensation: Not disclosed for non‑employee directors in 2024; compensation presented exclusively as cash fees (no stock/option columns shown in the director compensation table) .
- Consultant engagement: FW Cook provided benchmarking data for executive compensation; no other services to the Company in 2024; Compensation Committee retains advisor authority per charter .
| Performance Metric | Target | Outcome | Applies to Director Pay? |
|---|---|---|---|
| TSR, Net Income (Pay versus Performance visuals) | Descriptive graphics provided | Relationship descriptions provided | Not tied to non‑employee director compensation |
Other Directorships & Interlocks
- Public company directorships: None disclosed in Mr. Neikrug’s biography (which states it includes public board roles held currently or in the last five years) .
- Interlocks/relationships:
- Family relationship: Avraham M. Neikrug’s father is a first cousin to Joseph S. Steinberg (CWGL director) .
- Related party transactions: No transactions requiring Item 404 disclosure since January 1, 2021; related‑party policy in place; Audit Committee reviews such matters .
Expertise & Qualifications
- Business/investment operator across diverse geographies and industries (Russia cable TV, Austria ISP, Argentina private equity), and current managing partner at Goldenhill Ventures since 2011 .
- Audit oversight engagement evidenced by Audit Committee report signature; independent status across committees .
Equity Ownership
- Beneficial ownership as of May 23, 2025 (record date):
- Avraham M. Neikrug: 4,000 shares; percent of class shown as “*” (less than 1%) .
- Shares outstanding: 20,586,027 .
| Holder | Shares Beneficially Owned | Percent of Class |
|---|---|---|
| Avraham M. Neikrug | 4,000 | * (less than 1%) |
| Shares Outstanding | 20,586,027 | — |
Alignment observations:
- Ownership is modest relative to outstanding shares; no pledged shares disclosed; vested/unvested breakdown not disclosed for directors .
Committee Activity (Meetings)
| Committee | 2021 (older) | 2022 | 2023 | 2024 (newer) |
|---|---|---|---|---|
| Audit Committee – meetings | 5 | 4 | 4 | 4 |
| Compensation Committee – meetings | — | 3 | — | 2 |
| Nominating Committee – meetings | 1 | 1 | — | 1 |
Governance Assessment
- Strengths:
- Multi‑committee service (Audit, Compensation) and chair of Nominating indicates broad governance engagement and influence over board composition and oversight .
- Independence affirmed by the Board across all committees; Audit Committee report signatory underscores active financial oversight .
- Use of independent compensation consultant (FW Cook) with limited scope mitigates consultant conflicts .
- Attendance and engagement standards met at the board level; all directors attended ≥75% and the 2024 Annual Meeting .
- Watch‑items / potential conflicts:
- Family relationship with Joseph S. Steinberg is a related‑person proximity risk; however, the company reports no related party transactions requiring disclosure since 2021 and has a formal Related Person Transaction Policy overseen by the Audit Committee .
- Ownership alignment is modest (4,000 shares, <1% of class); no disclosed director ownership guidelines or compliance status in the returned materials, which may limit direct economic alignment .
- Compensation signals:
- Director pay is entirely cash‑based with retainer, committee, and per‑meeting fees; no disclosed equity grants to non‑employee directors in 2024, reducing long‑term alignment incentives (neutral to slightly negative alignment signal) .
- Compensation Committee meetings decreased to two in 2024 vs. three in 2022; with a small company footprint, cadence may be adequate but should be monitored against executive pay decisions .
RED FLAGS: None acute disclosed. Monitor for any future related‑party transactions involving the Steinberg relationship and consider whether the lack of equity‑based director pay structurally limits alignment with long‑term shareholder value .