Alexander Buehler
Energy RecoveryAbout Alexander J. Buehler
Alexander J. Buehler, age 49, is an independent director of Energy Recovery, Inc. (ERII) and has served on the Board since February 2015. He chairs the Audit Committee and serves on the Compensation Committee; the Board has determined he is independent and qualifies as the Audit Committee financial expert. Buehler is currently President & CEO of Integrated Water Services, and previously served as ERII’s CFO (2011–2014), bringing deep financial oversight and industrial market experience. He holds a B.S. in Civil Engineering from West Point and an M.B.A. in Finance from Wharton.
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Energy Recovery, Inc. | Chief Financial Officer | 2011–2014 | Former CFO; knowledge of ERII products and operations cited for Board selection |
| Energy Maintenance Services (EMS) | CFO; then President & CEO | Jul 2014–Sep 2017 | Led repositioning and sale; navigated oil & gas downturn |
| Intertek | EVP, Global Resources | Prior to EMS | Oversaw quality assurance across energy, mining, power, infrastructure, aerospace |
| The Brock Group | President & CEO | Prior to EMS | Led soft craft services provider across multiple end markets |
| LiqTech International | Interim CEO | Prior to current role | Advanced silicon carbide membrane business; later became Chair (see External Roles) |
| Insituform Technologies (Aegion) | Executive roles | 2004–2011 | Water infrastructure technology/services; global leadership |
External Roles
| Organization | Role | Public/Private | Notes |
|---|---|---|---|
| Integrated Water Services | President & CEO | Private (PE-backed) | Water/wastewater product solutions & services |
| LiqTech International | Chair of the Board | Public | Advanced silicon carbide ceramic membranes & filters |
| Viscount Systems | Board Member; Audit Committee Chair (prior) | Public | Prior service as audit chair |
Board Governance
- Independence and leadership: Independent director; Audit Committee Chair; Compensation Committee member; Board affirmed independence under SEC/NASDAQ rules and designated him as the Audit Committee financial expert. The Board has an independent Chair and 100% independent Board committees.
- Attendance and engagement: The Board held 8 meetings in 2024; no director attended fewer than 88% of Board/committee meetings after joining, and all directors attended the 2024 annual meeting. Independent directors meet in executive session at each regularly scheduled Board meeting.
- Committee activity and oversight:
- Audit Committee: Buehler (Chair), Chow, Hanstveit; met 4 times in 2024; oversees financial reporting, internal audit, risk management, cybersecurity, and related party transaction approvals.
- Compensation Committee: Chow (Chair), Buehler, Sabol, Tondreau; met 12 times in 2024; oversees pay philosophy, executive/director compensation, incentive/stock plans, succession planning, and retains independent consultant.
- Nominating & Corporate Governance Committee: Hanstveit (Chair), Sabol, Tondreau; met 4 times; oversees board refreshment, independence, CEO succession, sustainability, governance documents.
- Tenure and roles: Director since February 2015.
| Committee | Role | 2024 Meetings | Key Responsibilities |
|---|---|---|---|
| Audit | Chair | 4 | Financial reporting, internal controls, auditor oversight, risk/compliance, related party transactions, cybersecurity |
| Compensation | Member | 12 | Pay design, CEO/NEO pay, equity plans, director compensation, independent consultant oversight |
| Nominating & Corporate Governance | — | 4 | Board nominations, independence monitoring, board/CEO succession, sustainability oversight |
Fixed Compensation
| Component | Amount | Details |
|---|---|---|
| Board Cash Retainer | $50,000 | Annual cash retainer (non-employee directors) |
| Equity Retainer (RSUs) | $150,000 | Grant-date fair value; RSUs vest on earlier of 1 year or 2025 annual meeting |
| Audit Committee Chair Fee | $15,000 | Additional cash fee |
| 2024 Director Compensation (Alexander J. Buehler) | Amount ($) | Notes |
|---|---|---|
| Fees Earned (Cash) | $65,000 | $50,000 board retainer + $15,000 audit chair fee |
| Equity Awards (RSUs, grant-date fair value) | $149,992 | Annual director RSU grant |
| Total | $214,992 | |
| Unvested RSU Shares (12/31/2024) | 11,127 | Vests at next annual meeting |
Performance Compensation
- Directors do not receive performance-based cash bonuses; equity is time-based RSUs that vest on the earlier of one year or the next annual meeting. No options or PSUs are part of standard director pay.
| Equity Instrument | Grant Value | Vesting Terms |
|---|---|---|
| RSUs (annual director grant) | $150,000 (fair value at grant) | Full vesting on date of 2025 Annual Meeting or 1-year from grant, subject to continued service |
| 2024 RSUs (Buehler) | $149,992 | Unvested 11,127 shares at 12/31/2024 |
Other Directorships & Interlocks
- Current public company role: Chair of LiqTech International; prior audit chair at Viscount Systems. No Item 404 related-party disclosure noted for Compensation Committee members, aside from ERII’s disclosure that Buehler previously served as ERII’s CFO (2011–2014).
- Relationships among directors/executives: No family relationships disclosed.
Expertise & Qualifications
- Education: B.S., Civil Engineering (United States Military Academy at West Point); M.B.A., Finance (Wharton School, University of Pennsylvania).
- Skills: Financial oversight (former CFO), industrial and water sector leadership, strategy, commercial excellence, execution discipline; designated Audit Committee financial expert.
Equity Ownership
| Category | Shares (#) | % of Class |
|---|---|---|
| Direct/Indirect Owned | 43,163 | 0.1%* |
| Exercisable/Vested within 60 days (options/RSUs) | 91,141 | 0.2%* |
| Total Beneficial Ownership | 134,304 | 0.2% |
| Shares Outstanding (Record Date) | 54,756,113 | — |
| Unvested RSUs (12/31/2024) | 11,127 | — |
- Director stock ownership guidelines: Non-employee directors must hold at least 5x the annual cash retainer; as of record date, all covered directors/executives are either in compliance or on pace.
- Hedging and pledging: Prohibited by ERII’s Insider Trading Policy.
Governance Assessment
- Strengths
- Independent director with financial expertise; Audit Committee financial expert designation reinforces oversight of reporting and controls.
- Active committee leadership and engagement: Audit Chair; Compensation member; committees met regularly (Audit 4x, Compensation 12x, Nominating 4x in 2024).
- Solid attendance culture: Board met 8 times; no director below 88% attendance; all directors attended the 2024 annual meeting; independent executive sessions at each regular meeting.
- Pay governance: Independent Compensation Committee; independent consultant (Compensia) with no conflicts; strong stock ownership guidelines; clawback policy updated to Dodd-Frank standards.
- Shareholder support: 2024 say‑on‑pay approval 89.3%.
- Potential Risks/Red Flags
- Compensation Committee interlock: Buehler is a Compensation Committee member and previously served as ERII’s CFO (2011–2014). While permissible and disclosed, investors may monitor for perceived conflicts in pay decisions.
- Related party vigilance: Audit Committee expressly reviews related party transactions; no specific related party transactions disclosed for Buehler, but continued oversight is prudent given external roles in adjacent water markets.
- Alignment signals
- Meaningful equity exposure through director RSUs; beneficial ownership disclosed (134,304 shares, ~0.2% of class), with compliance/on‑track status for ownership guidelines.
- Prohibition on hedging/pledging strengthens alignment with shareholder interests.
Overall: Buehler’s finance and industrial credentials, audit chairmanship, and independence support board effectiveness. The sole noteworthy watchpoint is his prior CFO tenure while serving on the Compensation Committee; it is disclosed and outside the 3‑year independence window, but merits monitoring for perceived conflicts as compensation and performance equity programs evolve.