Max Reichenthal
About Max Reichenthal
Independent director at Friedman Industries (FRD); age 67; on the Board since 2008. Current occupation: President of Texas Iron and Metal (steel product sales), Houston, Texas. The Nominating Committee highlights his executive experience and familiarity with the steel and pipe business as core credentials; the Board affirms his independence (Nasdaq standard). Chairman/CEO roles are combined at FRD; executive sessions are presided by Joe L. Williams, not a designated lead independent director .
Past Roles
| Organization | Role | Tenure | Notes |
|---|---|---|---|
| Texas Iron and Metal (Houston, TX) | President | Current | Steel product sales; industry and pipe business expertise |
External Roles
- No other public-company directorships are disclosed for Reichenthal in the 2025 proxy .
Board Governance
- Independence: All nominees except CEO Mike Taylor are independent; Reichenthal is independent .
- Committees and chair roles:
- Compensation Committee: Reichenthal (Chair); members Scott, Taylor, Stevenson; met 6 times in FY2025 .
- Audit Committee: Taylor (Chair); members Reichenthal, Stevenson; met 4 times in FY2025 .
- Nominating Committee: Scott (Chair); members Taylor, Reichenthal, Stevenson, Williams; met 3 times in FY2025 .
- Attendance: Board met 5 times; no director attended fewer than 75% of combined Board/committee meetings in FY2025; 2024 Annual Meeting attended by 6 of 7 directors .
- Board leadership: CEO also serves as Chairman; no designated lead independent director; executive sessions held at least annually with Williams presiding .
| Committee | Members | Chair | FY2025 Meetings |
|---|---|---|---|
| Compensation | Scott; Taylor; Reichenthal; Stevenson | Reichenthal | 6 |
| Audit | Taylor; Reichenthal; Stevenson | Taylor | 4 |
| Nominating | Scott; Taylor; Reichenthal; Stevenson; Williams | Scott | 3 |
Fixed Compensation
| Metric | FY2025 |
|---|---|
| Director cash retainer ($/quarter) | $9,000 |
| Audit Committee member fee ($/quarter) | $2,250 |
| Max Reichenthal – Cash (Fees Earned) | $45,000 |
Performance Compensation
| Metric | FY2025 |
|---|---|
| Equity grant type | Restricted stock award |
| Grant-date fair value (Max Reichenthal) | $10,000 |
| Non-employee director annual equity cap (plan rule) | $100,000 grant-date FV per calendar year |
No performance-conditioned metrics are disclosed for director equity grants; awards are presented as restricted stock with grant-date fair value .
Other Directorships & Interlocks
- None disclosed for Reichenthal; principal occupation outside FRD is operating executive role at a private steel sales company (Texas Iron and Metal) .
Expertise & Qualifications
- Executive experience as President of Texas Iron and Metal; deep familiarity with steel and pipe markets .
- Independent director with business leadership background; selected by Nominating Committee for industry knowledge and executive credentials .
Equity Ownership
| Metric | As of July 28, 2025 |
|---|---|
| Beneficial ownership (shares) | 33,432 |
| Ownership % of shares outstanding | <1% |
| Shares outstanding (reference) | 7,059,440 |
Section 16(a) compliance: Company reports required filings satisfied for FY2025 (no delinquent reports noted) .
Shareholder Voting Signal (2025 Annual Meeting)
| Item | Votes For | Votes Withheld/Against | Abstain |
|---|---|---|---|
| Director election – Max Reichenthal | 3,381,135 | 125,224 (withheld) | — |
| Say-on-Pay (NEO compensation) | 3,363,395 | 82,140 | 60,822 |
| Frequency of Say-on-Pay | 1-year: 2,960,270; 2-year: 9,443; 3-year: 529,211; Abstain: 8,526 | ||
| Ratify auditor (Baker Tilly for FY2026) | 5,140,194 | 69,423 | 5,183 |
Governance Assessment
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Strengths:
- Independent director with relevant industry expertise; serves on Audit and Nominating, and chairs Compensation—strong involvement in oversight and pay governance .
- Meeting attendance thresholds met; active committee cadence (Audit 4x, Comp 6x, Nom 3x) .
- Director equity participation via restricted stock; reasonable annual cash/equity mix; overall director pay scale modest for company size .
- No related-party transactions involving Reichenthal disclosed; related-party policy overseen by Audit Committee; only transaction in FY2025 involved another director (Agrawal) and was evaluated for independence .
- Shareholder support for Reichenthal’s election and strong Say-on-Pay approval signal investor confidence .
- Clawback policy in place for executives; LTIP includes forfeiture and recoupment provisions—alignment and accountability frameworks .
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Watch items / potential conflicts:
- Combined CEO/Chair and absence of a formal lead independent director; executive sessions mitigate but governance purists may prefer separation or a lead independent role .
- Reichenthal’s operating role at Texas Iron and Metal (steel sales) represents potential ecosystem overlap; no FRD-related transactions disclosed, but continued monitoring for related-party or competitive interlocks is prudent .
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Compensation committee practices:
- Compensation Committee fully independent; empowered to retain advisors and oversee executive/director pay strategy per charter, enhancing board effectiveness in pay governance .
Overall: Reichenthal appears to be a constructive independent voice with material committee leadership and sector expertise. No direct conflicts or attendance issues are disclosed; shareholder support is solid. Governance structure at the board level (combined Chair/CEO, no lead independent) is the primary structural risk to monitor, rather than director-specific red flags .