Christine Benson Schwartzstein
Delek US HoldingsAbout Christine Benson Schwartzstein
Independent director at Delek US Holdings, Inc. since 2024; age 44. Appointed January 18, 2024. Over 20 years’ experience in natural resources risk management, capital markets, and investing; previously a Managing Director at Goldman Sachs and an investment principal at Orion Infrastructure Capital. A.B. in Earth and Planetary Sciences, magna cum laude, Harvard University (2004). Committees at DK: Environmental, Health & Safety (EHS) and Technology.
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Goldman Sachs & Co. | Managing Director, Financing Group (Structured Finance & Risk Management), Investment Banking; previously MD, Energy Sales & Structuring, Securities; Analyst, Energy team | 2004–2021 (17 years) | Led commodity structured finance efforts within IBD; deep energy markets structuring experience |
| Orion Infrastructure Capital | Managing Director & Investment Principal | 2021–2022 | Senior Advisory Board member until 2023; infrastructure investing perspective |
External Roles
| Organization | Role | Public Listing | Committees |
|---|---|---|---|
| Talen Energy Corporation | Director | NASDAQ: TLN | Nominating & Corporate Governance; Risk Oversight |
| Apollo Infrastructure Company LLC | Director | Private | Audit Committee |
| Just Energy (U.S.) Corp. | Director | Private | — |
Board Governance
- Independence: The Board affirmatively determined Ms. Benson is independent under NYSE/SEC rules and Company guidelines, with no material relationship to the Company or management.
- Committee assignments (DK): Member, Environmental, Health & Safety Committee (added July 2024; met 4 times in 2024); Member, Technology Committee (added July 2024; met 4 times in 2024).
- Board activity and engagement: Board held 22 meetings in 2024; each director attended at least 75% of all Board and committee meetings served; all directors attended the May 2, 2024 annual meeting. Independent directors held executive sessions each quarter.
- Governance processes: Annual Board and committee self-assessments; ongoing refreshment highlighted by Ms. Benson’s appointment in 2024 to add risk management and green energies expertise.
Fixed Compensation
| Component | 2024 Amount/Terms |
|---|---|
| Annual base retainer (non-employee directors) | $115,000 |
| Committee chair fees | Audit $15,000; HCC $12,000; NCG/EHS/Technology $8,000 |
| Annual equity award (RSUs) | $145,000, vests over one year |
| Lead Independent Director fee | $25,000 |
| 2024 Director Compensation (DK) | Fees Earned (Cash) | Stock Awards | Option Awards | Changes in Deferred Comp Earnings | All Other Compensation | Total |
|---|---|---|---|---|---|---|
| Christine Benson Schwartzstein | $109,629 | $196,810 | — | — | — | $306,439 |
Notes: Appointed January 18, 2024. Received a one-time stock award on March 10, 2024 (1,956 shares at $26.50/share; $51,834), half vested immediately, second half vested June 10, 2024.
Performance Compensation
| Grant Date | Award Type | Shares Granted | Per-Share Fair Value | Total Grant-Date Fair Value | Vesting Schedule |
|---|---|---|---|---|---|
| March 10, 2024 | RSUs (pro-rated appointment grant) | 1,956 | $26.50 | $51,834 | 50% immediate; 50% on June 10, 2024 |
| June 10, 2024 | RSUs (annual director grant) | 5,827 | $24.88 | $144,976 (aggregate fair value per director grant) | Quarterly vesting over one year |
No performance-based metrics disclosed for director equity; awards are time-vested RSUs, consistent with alignment and retention objectives.
Other Directorships & Interlocks
| Company | Relationship to DK | Potential Conflict Considerations |
|---|---|---|
| Talen Energy Corporation (NASDAQ: TLN) | Independent power producer | Industry adjacency to energy markets; DK’s related party transaction policy requires disinterested review/recusal where a director is interested; Audit Committee oversight robust. |
| Apollo Infrastructure Company LLC | Infrastructure assets | No specific DK transaction disclosed in proxy excerpts; policy requires disinterested approval of any related-party transactions. |
| Just Energy (U.S.) Corp. | Energy distribution | Same policy framework applies. |
Expertise & Qualifications
- Risk management, capital markets, natural resources and green energies expertise; infrastructure and energy market structuring background.
- Financial literacy (Board-wide); service on external Audit/Nominating/Risk committees enhances governance depth.
- Harvard University A.B., Earth & Planetary Sciences, magna cum laude (2004).
Equity Ownership
| Holder | DK Common Stock Beneficially Owned (as of Feb 21, 2025) | Percent of DK Common Stock | DKL Common Units | Notes |
|---|---|---|---|---|
| Christine Benson Schwartzstein | 4,869 | <1% (based on 62,513,232 shares outstanding) | — | SEC beneficial ownership includes shares vested/vesting within 60 days of Feb 21, 2025 per SEC rules. |
- Stock ownership guidelines: Non-employee directors must own 3x their annual retainer; five years to meet; compliance with guidelines was affirmed for all directors as of the proxy date.
- Hedging/pledging: Directors prohibited from speculative transactions; pledging prohibited since 2019 (existing pledges grandfathered).
Governance Assessment
- Independence and Board effectiveness: Independent status confirmed; active participation on EHS and Technology committees tied to key enterprise risks (EHS, cybersecurity/AI), supporting Board risk oversight.
- Engagement: Board met 22 times in 2024; directors met attendance thresholds; quarterly executive sessions of independents indicate healthy governance practices.
- Alignment: Compensation mix emphasizes time-vested RSUs; stock ownership guidelines (3x retainer) and anti-hedging/anti-pledging policies reinforce long-term alignment.
- Conflicts and related-party oversight: Robust related party transaction policy requires disinterested Board review; Audit Committee met 15 times in 2024 with additional sessions for related-party oversight—signals heightened vigilance. No person-specific related-party transactions involving Ms. Benson are identified in the cited excerpts.
- RED FLAGS: None disclosed specific to Ms. Benson in the proxy excerpts. Monitor potential information-flow interlocks given external energy/infrastructure roles; DK policies mitigate risk via recusal and committee oversight.