Paul Corr
About Paul J. Corr
Paul J. Corr, age 81, is an independent director of Espey Mfg. & Electronics Corp. (ESP) and has served on the Board since 1992. He is a Certified Public Accountant with prior roles as Principal at Capital Financial Advisors of New York, LLC (2003–2021), Visiting Associate Professor of Management & Business at Skidmore College (2016–2021; previously taught 1981–2007), and shareholder at Rutnik & Corr, P.C. (1999–2011). Corr is designated an Audit Committee financial expert and leads risk assessment oversight at the Board level .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Capital Financial Advisors of New York, LLC | Principal | 2003–2021 | Investment advisory; financial analysis expertise leveraged on ESP Board |
| Skidmore College | Visiting Associate Professor (Mgmt & Business) | 2016–2021 | Taught financial accounting theory and financial analysis; risk oversight capability |
| Skidmore College | Professor (Mgmt & Business) | 1981–2007 (retired) | Long-term academic foundation in accounting/finance |
| Rutnik & Corr, P.C. | Shareholder (CPA firm) | 1999–2011 | Public accounting practice |
External Roles
- Public company directorships: None disclosed for Corr; the only director with an external public board is Nancy K. Patzwahl (Rhinebeck Bancorp Inc., since April 2025) .
- Private/non-profit boards: None disclosed for Corr .
Board Governance
- Independence: The Board determined all directors except the CEO (David A. O’Neil) are independent; Corr is independent and qualifies as an Audit Committee financial expert .
- Committees:
- Audit Committee (Chair): Paul J. Corr; members Nancy K. Patzwahl and Michael Wool .
- Nominating Committee (Member): Corr, Chair Carl Helmetag, and Michael Wool .
- Succession Committee (Member): Corr and Michael Wool .
- Compensation Committee: Chair Michael Wool and Carl Helmetag (Corr is not a member) .
- Meetings and attendance: Board met 4 times in FY2025; each director attended at least 75% of meetings. Audit Committee met 4 times; Nominating Committee met 1 time; Compensation Committee met 4 times (each member attended at least 75%) .
- Lead independent director: None designated; an independent director acts as lead on an ad hoc basis .
- Executive sessions: Independent directors met four times during FY2025 (and five times in FY2024; four times in FY2023) .
- Risk & cybersecurity oversight: Primary responsibility delegated to Audit Committee; Corr, as Audit Chair, oversees risk assessment and cybersecurity program review .
Fixed Compensation
- Structure (effective Oct 1, 2024): Annual Board retainer $71,000; Audit Committee member fee $2,500, Audit Chair fee $5,000; Compensation Committee member fee $2,500; Legal Affairs Committee member fee $2,500; ESOP Committee Chair $2,500. Paid monthly .
- Corr’s cash fees by fiscal year:
| Metric | FY 2023 | FY 2024 | FY 2025 |
|---|---|---|---|
| Fees Earned or Paid in Cash ($) | $67,500 | $70,000 | $74,500 |
| Option Awards – grant date fair value ($) | $9,453 | $9,269 | $6,000 |
| Total ($) | $76,953 | $79,269 | $80,500 |
Performance Compensation
- Instruments: Stock options (no RSUs/PSUs disclosed for directors); option award grant date fair values as shown above .
- Vesting schedules: Unexercisable options vest on specific dates:
- 2033-expiring options vest Sept 8, 2025; 2034-expiring options vest Sept 6, 2026 .
- 2032-expiring options vest Aug 1, 2024 (for prior grants) .
- Corr’s outstanding director options (June 30, 2025):
| Exercisability | Number of Options | Exercise Price ($) | Expiration |
|---|---|---|---|
| Exercisable | 2,400 | 21.75 | 10/10/2027 |
| Exercisable | 2,242 | 27.21 | 12/07/2028 |
| Exercisable | 2,550 | 20.50 | 12/06/2029 |
| Exercisable | 2,550 | 18.05 | 10/21/2030 |
| Exercisable | 2,300 | 13.98 | 12/10/2031 |
| Exercisable | 2,300 | 13.61 | 08/01/2032 |
| Unexercisable | 2,300 | 16.54 | 09/08/2033 (vest 09/08/2025) |
| Unexercisable | 1,500 | 22.30 | 09/06/2034 (vest 09/06/2026) |
- Performance metrics tied to director compensation: None disclosed; director pay consists of fixed fees plus option grants, without explicit performance targets (metrics are disclosed for executives, not directors) .
Other Directorships & Interlocks
- Public company boards (current/prior): None disclosed for Corr; only Ms. Patzwahl holds another public board seat (Rhinebeck Bancorp Inc.) .
- Interlocks/overlaps with ESP customers/suppliers/competitors: None disclosed for Corr .
Expertise & Qualifications
- Audit Committee financial expert; responsible for risk assessment oversight .
- CPA and investment advisor background; long-standing experience in accounting theory and financial analysis (academia and practice) .
Equity Ownership
- Beneficial ownership (as of record dates):
| Metric | FY 2023 (Oct 12, 2023) | FY 2024 (Oct 17, 2024) | FY 2025 (Oct 16, 2025) |
|---|---|---|---|
| Shares Beneficially Owned (Direct) | 36,081 | 38,381 | 37,081 |
| Percent of Class | 1.3% | 1.4% | 1.32% |
| Exercisable Options within 60 days | 15,642 | 17,942 | 16,642 |
- Hedging/pledging: Company policy prohibits short sales, derivatives, margin, swaps, other hedging transactions, and pledging of company securities by directors and insiders .
- Section 16 compliance: No late Form 4 reports cited for Corr; FY2025 late filings noted for Helmetag (option exercise) and O’Neil (share sale) due to administrative errors .
Governance Assessment
- Strengths: Corr’s Audit Chair role, financial expert designation, and explicit risk oversight mandate support board effectiveness; independent status and recurring executive sessions bolster oversight quality .
- Alignment: Meaningful personal ownership (~1.32% of shares) plus longstanding service suggests skin-in-the-game; hedging/pledging bans reduce misalignment risks .
- Compensation structure: Director cash retainer increased from $65k to $71k effective Oct 1, 2024, with modest option awards ($6k FY2025), indicating balanced cash/equity mix; committee chair/panel fees reflect added responsibilities .
- Potential watch items: Very long tenure (since 1992) and advanced age (81) may draw investor scrutiny on refreshment/independence, though independence is affirmed in filings; no disclosed related-party transactions or external interlocks for Corr mitigate conflict risk .
- Red flags: None evident for Corr in recent proxies—no attendance shortfalls (≥75%), no Section 16 issues, and explicit anti-hedging/pledging policy in place .
Overall signal: Corr provides deep financial oversight as Audit Chair and risk lead, with stable committee engagement and personal ownership; monitor succession/refresh given tenure/age while noting absence of conflicts or governance anomalies in disclosures .