Joseph V. Salvucci, Sr.
About Joseph V. Salvucci, Sr.
Independent Director and Chairman of the Board at EON Resources Inc. since December 2021; age 69 as of the 2025 proxy. Civil Engineering (BS) from University of Pittsburgh and Harvard Business School’s OPM 33 (2003). Founder-owner of PEAK Technical Staffing USA since 1986; extensive governance and industry organization leadership (National Technical Services Association; YPO/WPO). Classified as independent under NYSE American standards; part of a father–son board relationship with director Joseph V. Salvucci, Jr.
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| PEAK Technical Staffing USA | Owner/CEO; grew nationwide technical staffing business | 1986–present (35+ years) | Led national trade association (NTSA) as President and Board Chair; global YPO/WPO leadership roles |
| National Technical Services Association | Board member; later President and Board Chairman | 10 years | Represented ~300,000 technical contractors; later merged with American Staffing Association |
| Triangle (Engineering) Fraternity (Univ. of Pittsburgh) | Alumni leadership | Ongoing; Distinguished Alumnus 2011 | Board role; alumni recognition |
| Boy Scouts of America (Laurel Highlands Council) | Board member; VP Development | Ongoing | NOESA and Silver Beaver awards; founding Chair of Pittsburgh Chapter of National Eagle Scout Association |
External Roles
| Organization | Role | Nature | Notes |
|---|---|---|---|
| YPO/WPO (YPO GOLD) | Member; ECUS Region and Pittsburgh Chapter Chair; WPO International Board member | Non-profit executive network | Leadership positions; governance experience |
| University of Pittsburgh Triangle Fraternity | Board Director | Non-profit/alumni | Distinguished Alumnus Citation (2011) |
Board Governance
- Board size five; classified into two-year staggered classes (Class I/II). Salvucci, Sr. is a Class II director and Board Chairman; re-elected October 29, 2025 to serve until 2027 .
- Independence: Board majority independent; Salvucci, Sr. deemed independent; independent directors hold regular sessions .
- Committees: Audit (member; chair is Blount; Blount designated financial expert), Compensation (member; chair is Salvucci, Jr.), Nominating & Corporate Governance (member; chair is Salvucci, Jr.) .
- Attendance: Board held seven meetings in FY2024; each member attended >75% of meetings during their service .
- Director nominations: no special arrangements; family relationship disclosed (father–son: Joseph Sr/Jr) .
Fixed Compensation
| Component | FY 2023 | FY 2024 |
|---|---|---|
| Annual cash retainer (paid) | $0 (no director comp in 2023) | $100,000 (Fees Earned) |
| Additional Chair fee (policy) | Policy adopted: $50,000 for Chairman; not paid in 2023 | Policy in effect; actual total cash to Salvucci Sr shown above |
| Committee chair fees (policy) | Audit Chair $25,000; Comp Chair $20,000; Nominating Chair $15,000 | Salvucci, Sr. not a committee chair; policy applies to chairs |
| Meeting fees | Not disclosed | Not disclosed |
| Total cash reported | $0 | $100,000 |
Policy baseline for non-employee directors: $75,000 annual cash retainer plus $75,000 RSU grant (value determined by stock price; vest on first anniversary); additional retainers for Chairs and Chairman as above .
Performance Compensation
- Director equity: Annual RSUs valued at $75,000, vest on first anniversary; appears time-based (no performance metrics disclosed for director equity) .
- Company equity plans: 2023 and 2025 Omnibus Plans authorize performance awards, options, SARs, RSUs, dividends equivalents, other equity, and cash; clawback provisions apply; change-in-control treatment specified (vesting or cash-out depending on assumptions) .
| Plan Feature | 2023 Plan | 2025 Plan |
|---|---|---|
| Share reserve | 1,400,000 Class A shares | 4,587,007 common shares |
| Award types | Options, SARs, Restricted Stock, RSUs, Dividend Equivalents, Performance Awards, Other Equity, Cash | Same categories |
| Clawback/recoupment | Mandatory repayment per policy/law | Mandatory repayment per policy/law |
| Change-in-control treatment | Accelerated vesting/15-day exercise or cash-out if not assumed; performance awards earned as specified | Similar provisions |
| Repricing prohibition | Without shareholder approval | Without shareholder approval |
Other Directorships & Interlocks
- Current public company boards for Salvucci, Sr.: none disclosed. Private company leadership at PEAK Technical Staffing USA .
- Interlocks: Family relationship on board and committees (Joseph Sr/Jr); Jr chairs Compensation and Nominating Committees where Sr is a member—monitor independence rigor given familial relationship .
Expertise & Qualifications
- Civil engineering background; decades of operations and scaling experience in staffing across U.S. and internationally; recognized leadership in industry associations and executive networks .
- Governance credentials include chairmanship and committee service; audit committee financial oversight via committee (financial expert designated is Blount) .
Equity Ownership
| Metric | Nov 7, 2024 | Jan 15, 2025 | Aug 29, 2025 |
|---|---|---|---|
| Beneficial shares (units) | 1,173,362 (via JVS Alpha Property LLC) | 1,327,595 (JVS Alpha + vested RSUs) | 2,275,844 (direct + JVS Alpha + warrants) |
| % of voting power | 12.1% (denominator: 9,204,972 Class A + 500,000 Class B) | 9.9% (denominator: 12,895,544 Class A + 500,000 Class B) | 5.91% (denominator: 38,225,057 Common) |
| Breakdown | JVS Alpha Property LLC control noted; warrants not detailed | 1,276,762 Class A via JVS Alpha; 50,833 vested RSUs | 750,833 direct; 1,232,621 via JVS Alpha; 292,390 JVS Alpha warrants |
| Pledging/hedging | No pledged shares disclosed for Salvucci, Sr. (Pledge Shares issued in Oct-2024 to others) | No pledge disclosure | No pledge disclosure |
Notes: Filings indicate differing control statements for JVS Alpha Property LLC (Sr vs Jr control) across dates; use specific footnotes per filing date in analysis .
Fixed Compensation (Director detail for FY2024)
| Name | Cash Fees ($) | Stock Awards ($) | Options ($) | Other ($) | Total ($) |
|---|---|---|---|---|---|
| Joseph V. Salvucci, Sr. | 100,000 | 148,800 | — | — | 248,800 |
Director compensation program baseline: $75,000 cash retainer plus $75,000 RSUs (vesting after one year) and Chairman additional $50,000; committee chair adders as specified .
Performance Compensation (Votes & equity plan approvals)
| Item | Oct 29, 2025 Vote Outcome |
|---|---|
| Election of Joseph V. Salvucci, Sr. (Class II) | For: 13,092,017; Withheld: 339,861; Broker non-votes: 9,144,123 |
| Ratification of auditor (CBIZ CPAs P.C.) | For: 22,475,441; Against: 95,753; Abstain: 4,807 |
| Approval of 2025 Omnibus Incentive Plan | For: 12,740,133; Against: 614,688; Abstain: 77,057; Broker non-votes: 9,144,123 |
Governance Assessment
- Strengths: Independent director and Board Chairman with high attendance; broad operating and organizational leadership; re-elected in 2025 with strong support; Board maintains charters and uses independent compensation consultant (Pearl Meyer) with independence affirmed .
- Alignment: Significant personal and affiliated ownership through JVS Alpha Property LLC; 5.91% ownership as of Aug 29, 2025 suggests skin-in-the-game .
- Risks/Red Flags to monitor:
- Family relationship and committee composition (father–son across Compensation and Nominating) may pose perceived independence challenges; ensure robust recusal and governance controls .
- Related-party transactions: issuance of warrants to a stockholder controlled by Salvucci, Sr. ($100,000 note/warrants in May 2024); broader founder pledge/exchange agreements involving entities controlled by board members; monitor ongoing financing terms and conversions for conflicts and dilution .
- Capital structure dilution mechanisms (White Lion equity line; convertible notes) increase governance scrutiny on board oversight of shareholder dilution and overhang .
- Disclosures: No director stock ownership guidelines disclosed; no hedging/pledging policies specifically tied to directors beyond plan clawbacks; meeting fees not disclosed (suggests retainer-based) .
- Compliance: Section 16(a) delinquency list for FY2024 did not include Salvucci, Sr. (late filings noted for others)—positive indicator .
Committee assignments: Audit (member), Compensation (member), Nominating (member); Chairman of the Board; independent status affirmed .
Attendance: >75% in FY2024; Board met 7 times .
Chair roles: Not a committee chair; Audit Chair is Blount; Compensation/Nominating Chairs are Salvucci, Jr. .
Related Party Transactions (Salvucci-linked)
- May 2024: Issued 100,000 warrants to a stockholder controlled by Joseph V. Salvucci, Sr., in connection with $100,000 cash and promissory note—monitor terms and approvals via Audit Committee policy .
- Founder Pledge Agreement: Shares/warrants issued to founders, including JVS Alpha Property LLC (controlled by Salvucci family entities), and others (Blount, Caravaggio) under backstop and trust arrangements .
- 2025 Convertible Notes: Exchanges included JVS Alpha Property LLC (controlled by Jr), Trotter, and Blount; conversion formula based on VWAP—dilutive potential .
Compensation Committee Analysis
- Composition: Salvucci, Jr. (Chair), Salvucci, Sr., Blount; all independent under NYSE American rules .
- Consultant: Pearl Meyer retained; independence affirmed; reports to committee .
- Interlocks: Familial relationship present within committee—monitor independence and conflict management practices .
Equity Ownership & Alignment (detail)
| Category | Holding Detail | Date/Source |
|---|---|---|
| Direct common | 750,833 shares (Sr) | Aug 29, 2025 |
| Affiliated LLC | 1,232,621 shares (JVS Alpha Property LLC; dispositive/voting control stated as Sr in 2025 annual; Jr in earlier filings) | 2024–2025 filings |
| Derivatives | 292,390 warrants (JVS Alpha Property LLC) | Aug 29, 2025 |
| Vested RSUs | 50,833 vested RSUs (Sr) | Jan 15, 2025 |
| Pledge status | No pledge disclosed for Sr; Pledge Shares in Oct 2024 allocated to other insiders | Oct 2024 |
Governance Quality Signals
- Shareholder support: 2025 re-election vote “For” 13.1M versus 0.34M withheld indicates broad confidence, but monitor broker non-votes and overall turnout given quorum at 51% .
- Clawbacks/change-in-control in plans: frameworks exist to enforce recoupment and govern award treatment—positive risk control .
- Auditor oversight: Audit Committee report and ratification; Blount as financial expert—positive for financial governance; Sr participates in audit oversight as member .
Summary Implications for Investors
- Alignment: Significant ownership, Chair role, and re-election support favor engagement stability.
- Conflicts: Related-party financings and family governance structure warrant continued monitoring; ensure rigorous committee independence practices and robust related-party review by Audit Committee .
- Dilution oversight: Board approvals for equity facilities and conversions present capital flexibility but pose dilution risk; evaluate board’s communication and controls over such transactions .