Rose Sparks
FutureFuelAbout Rose Sparks
Rose M. Sparks is FutureFuel Corp.’s Principal Financial Officer and Chief Financial Officer; she has served as PFO since 2012 and as CFO since 2013, and is age 58 as disclosed in the 2025 DEF 14A . She previously served on the Company’s Board from 2019 until her resignation in July 2024 and has 33 years of leadership, business, and accounting experience at the Batesville facility; education includes a BS in accounting from Arkansas College and CPA (inactive) status . Company performance relevant to pay-for-performance: FutureFuel’s revenue declined from $368.3M in FY 2023 to $243.3M in FY 2024, while Adjusted EBITDA fell from $34.98M in 2023 to $17.59M in 2024; Net Income dropped from $37.38M in 2023 to $15.50M in 2024 * .
Past Roles
| Organization | Role | Years | Strategic impact |
|---|---|---|---|
| FutureFuel Corp. | Principal Financial Officer; Chief Financial Officer | PFO since 2012; CFO since 2013 | Senior finance leadership continuity through multiple cycles; oversight of financial reporting and controls . |
| FutureFuel Corp. Board | Director | 2019–Jul 2024 | Board oversight; resigned July 2024 . |
| FutureFuel Chemical Company | Controller (post-acquisition) | 2006–2012 | Led plant accounting through ownership transition; foundation for later corporate finance leadership . |
External Roles
| Organization | Role | Years | Strategic impact |
|---|---|---|---|
| Eastman Chemical (Batesville plant) | Controller | N/D | Plant controller experience prior to FutureFuel Chemical Company acquisition . |
Fixed Compensation
| Year | Base Salary ($000) | Actual Bonus Paid ($000) | All Other Compensation ($000) | Total ($000) |
|---|---|---|---|---|
| 2024 | 317 | 52 | 61 | 430 |
| 2023 | 280 | 152 | 128 | 560 |
| 2022 | 212 | 110 | 58 | 380 |
Notes: “All Other Compensation” for Sparks includes director fees of $35k, $105k and $37k in 2024, 2023 and 2022, respectively; she resigned from the board in July 2024 .
Performance Compensation
| Type | Metric(s) | Weighting | Target | Actual | Payout | Vesting |
|---|---|---|---|---|---|---|
| Annual cash bonus (2024) | Company financial performance; factors considered in CD&A; Company-selected measure for PVP: Adjusted EBITDA | Not disclosed in proxy | Not disclosed in proxy | $52k (FY 2024) | Cash | Immediate (cash) |
The Incentive Plan permits performance-based equity awards across metrics (cash flow, EPS, TSR, ROE, revenue, margin, etc.), but the Company historically has not regularly issued equity to non-PEO NEOs and no performance-vested awards were granted to Sparks in 2022–2024 .
Equity Ownership & Alignment
| Item | Detail |
|---|---|
| Total beneficial ownership | 19,283 shares; <1% of outstanding . |
| Vested vs. unvested shares | Not disclosed for Sparks; beneficial ownership presented in aggregate . |
| Options (exercisable/unexercisable) | None disclosed for Sparks in 2022–2024; options/stock awards columns show “–” . |
| Pledged or margin-held shares | Company states listed insiders’ shares are not pledged; policy prohibits pledging/margin accounts absent board-approved exception . |
| Hedging policy | Hedging and certain monetization transactions prohibited/strongly discouraged; pre-clearance required for any exceptions . |
| Ownership guidelines | Compensation Committee monitors director/officer ownership; specific multiples not disclosed . |
| 5%+ holders context | Largest holder Paul A. Novelly II at ~39.9% as of record date; context for overall governance/float . |
Employment Terms
- Role tenure and start: PFO since 2012; CFO since 2013 .
- Contract term; severance; change-of-control: No Sparks-specific employment agreement, severance, or change-of-control terms are disclosed in the latest proxy/8-Ks; CEO terms are disclosed separately (not applicable to Sparks) .
- Non-compete/non-solicit: Not disclosed for Sparks. Company-level insider trading/hedging/pledging policies apply to officers .
Performance & Track Record
| Metric | FY 2022 | FY 2023 | FY 2024 |
|---|---|---|---|
| Revenues ($USD) | $396.0M | $368.3M | $243.3M |
| Adjusted EBITDA ($USD) | $27.76M | $34.98M | $17.59M |
| Net Income ($USD) | $15.21M | $37.38M | $15.50M |
Values marked with * retrieved from S&P Global when present. Revenues citations from GetFinancials; Adjusted EBITDA and Net Income from DEF 14A Pay-Versus-Performance disclosures .
Director Compensation (historical, for context)
| Year | Fees Earned or Paid in Cash ($000) | Stock Awards ($000) | Option Awards ($000) | Total ($000) |
|---|---|---|---|---|
| 2024 | 35.0 | 0 | 0 | 35.0 |
Sparks served as a director until July 2024 , under the revised director compensation structure implemented effective April 1, 2025 (not applicable retroactively) .
Say‑On‑Pay & Shareholder Feedback
- 2023 annual meeting: shareholders approved the proposal regarding 2022 executive compensation; say‑on‑pay held every three years; next vote planned for 2026 .
- 2025 annual meeting: directors Bedell and Kruszewski elected; Grant Thornton ratified as auditor; Sparks signed the 8‑K reporting results as CFO .
Compensation Committee Analysis
- Committee composition currently: Dale E. Cole (Chair), Pamela R. Butcher, and Paul M. Manheim; independent under NYSE/SEC rules . In 2025, Bedell and Egger resigned from the Compensation Committee; Butcher and Manheim were appointed .
- Processes: CEO and Chairman may recommend salaries/bonuses; Compensation Committee approves all salaries, bonuses, and awards under the Incentive Plan .
Investment Implications
- Alignment and selling pressure: Sparks had no equity awards or options disclosed in 2022–2024 and holds 19,283 shares (<1%), suggesting limited vesting‑related selling pressure but also modest direct equity alignment versus peers with PSU/RSU programs .
- Governance risk mitigants: Company prohibits hedging/pledging and requires pre‑clearance for certain transactions, reducing misalignment risks common to margin/hedged positions .
- Compensation signals: Sparks’ pay was largely cash‑based with bonuses influenced by overall financial performance; lack of disclosed, quantified performance metrics/weightings for NEO bonuses reduces transparency of pay‑for‑performance linkage, especially amid 2024 revenue and Adjusted EBITDA declines .
- Retention: No Sparks‑specific severance or change‑of‑control terms are disclosed; multi‑decade tenure and continuity in CFO role can be stabilizing, but absence of long‑term equity grants for 2022–2024 may limit retention incentives versus market practice .