Ellen T. Albrecht
FUEL TECHAbout Ellen T. Albrecht
Ellen T. Albrecht, 52, has served as Vice President, Treasurer and Chief Financial Officer since June 2022, after acting as Principal Financial Officer and Acting Treasurer & Controller from March 2020. She joined Fuel Tech in 1996 and progressed through accounting and control roles, providing long-tenured finance leadership continuity . Fuel Tech reported revenues of $25.13M* and EBITDA of $(4.24)M* in FY 2024, versus $27.08M* and $(2.32)M* in FY 2023, reflecting top-line softness and negative EBITDA; the company’s pay-versus-performance table shows FY 2024 net loss of $(1.943)M and a TSR index value of 100 for 2024, with TSR not used in compensation design .
*Values retrieved from S&P Global.
Past Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| Fuel Tech, Inc. | Vice President, Treasurer & Chief Financial Officer | Jun 2022–Present | NEO; principal financial leadership |
| Fuel Tech, Inc. | Acting Treasurer & Controller; Principal Financial Officer | Mar 2020–Jun 2022 | Interim finance leadership continuity |
| Fuel Tech, Inc. | Vice President, Operations Planning & Control | Jun 2012–Mar 2020 | Operations planning and control oversight |
| Fuel Tech, Inc. | Acting Treasurer & Chief Financial Officer | Mar 2010–Jul 2010 | Interim CFO |
| Fuel Tech, Inc. | Vice President, Controller | Jan 2007–Mar 2010 | Corporate controller |
| Fuel Tech, Inc. | Controller | Feb 2004–Jan 2007 | Controller |
| Fuel Tech, Inc. | Accounting Manager | Jun 2000–Feb 2004 | Accounting management |
| Fuel Tech, Inc. | Senior Accountant | May 1998–Jun 2000 | Senior accounting |
| Fuel Tech, Inc. | Accountant | Jul 1996–May 1998 | Accounting |
External Roles
No external roles disclosed for Ms. Albrecht .
Fixed Compensation
| Metric | 2023 | 2024 |
|---|---|---|
| Base Salary ($) | 269,375 | 290,500 |
| Target Bonus % (CIP) | 30% of base salary | 30% of base salary |
Notes: CIP target bonus factor for CFO is 30% of base salary; CIP paid $0 in 2023 and 2024 due to minimum Operating Income thresholds not met .
Performance Compensation
Cash Incentives
| Plan | Metric | Target | Actual | Payout to Albrecht ($) | Notes |
|---|---|---|---|---|---|
| CIP 2023 | Operating Income (threshold $250k; 25% of OI funds pool) | Threshold ≥ $250k | Not met | 0 | No payouts; minimum threshold not met |
| CIP 2024 | Operating Income (threshold $250k; 25% of OI funds pool) | Threshold ≥ $250k | Not met | 0 | No payouts; minimum threshold not met |
| COP 2024 | Four corporate objectives (equal funding per objective) | 4 objectives (cap $650k) | 3 achieved | 31,393 | $487,500 funded pool; CFO target bonus factor 30% |
Equity Incentives (RSUs)
| Award Type | Year | Metric | Target | Actual | Vesting Terms |
|---|---|---|---|---|---|
| Look-Back RSUs (performance evaluation) | 2023 performance | Qualitative individual performance | 16,700 | 12,500 granted (75% of target) | Time-vested, 1/3 per year over 3 years |
| Look-Back RSUs (performance evaluation) | 2024 performance | Qualitative individual performance | 16,700 | 8,350 granted (50% of target) | Time-vested, 1/3 per year over 3 years |
| Total Revenue RSUs | 2024 | Revenue target $36.44M | Targeted 16,700 RSUs | 0 (thresholds not met) | If granted, 100% vests 12 months after grant determination |
| New Business Revenue RSUs | 2024 | New business revenue target $3.0M | Targeted 16,700 RSUs | 0 (thresholds not met) | If granted, 100% vests 12 months after grant determination |
| Operating Income RSUs | 2024 | Operating Income target $2.0M | Targeted 16,700 RSUs | 0 (thresholds not met) | If granted, 100% vests 12 months after grant determination |
| 2025 Executive Performance RSU Program | 2025 | Four components; targets reset (Rev $33.8M; New Biz $1.0M; OI $1.0M; Look-Back) | Target 16,700 per component | TBD | Vesting: Look-Back 1/3 per year; others 1 year after grant determination |
Additional detail: In March 2025, Ms. Albrecht received a grant of 8,350 RSUs under the Executive Performance RSU Agreement, vesting in three equal installments over three years .
Equity Ownership & Alignment
| Ownership Item | Value |
|---|---|
| Beneficial ownership (shares) | 95,850 |
| Shares outstanding (record date) | 30,769,258 |
| Ownership as % of outstanding | ~0.31% (95,850/30,769,258) |
| Unvested RSUs at 12/31/24 | 12,500 |
| Equity incentive awards: unearned units (not yet granted) | 66,800 |
| Shares acquired on vesting in 2024 | 37,879 |
| Options – exercisable/unexercisable | None disclosed for CFO |
| Stock ownership guidelines | Apply to CEO and non-employee Directors only (1x salary/retainer by 4/1/2028) |
| Hedging/pledging policy | Pledging, hedging, short selling prohibited for directors and officers |
Employment Terms
| Term | Details |
|---|---|
| Employment agreement | Effective July 8, 1996; at-will; includes covenants against certain competition, IP assignment, confidentiality, arbitration |
| Severance (regular) | No severance under employment agreement (at-will) |
| Change-in-control (CIC) severance | Double trigger: if terminated without cause or resigns for Good Reason within 12 months after CIC, lump-sum of 12 months base salary plus up to 6 months COBRA reimbursement |
| Good Reason | Material diminution of duties; material base comp reduction; relocation >35 miles; material breach by company |
| CIC termination illustration (as of 12/31/2024) | Base salary $294,000; bonus $31,393; value of awarded RSUs $105,503; benefits $7,883; total $438,779 |
| Clawback | Adopted Nov 2, 2023; recovery of erroneously awarded incentive compensation for 3 prior years if accounting restatement occurs; includes stock price/TSR-based awards with reasonable estimate methodology |
| Insider trading policy | Adopted Feb 28, 2025; blackout windows; prohibits short-term trading; Section 16 compliance |
Performance & Track Record
| Metric | FY 2022 | FY 2023 | FY 2024 |
|---|---|---|---|
| Revenues ($) | 26,941,000* | 27,081,000* | 25,133,000* |
| EBITDA ($) | (1,087,000)* | (2,316,000)* | (4,242,000)* |
| Net Income (Loss) ($) | (1,442,000) | (1,538,000) | (1,943,000) |
Notes: Revenue and EBITDA values retrieved from S&P Global. The Compensation Committee does not use TSR or net income (loss) in its compensation programs; the pay-versus-performance table provides reported net income (loss) and TSR index values .
Compensation Structure Analysis
- Pay-for-performance design: CFO’s short-term cash incentives are tied to Operating Income (CIP threshold $250k, 25% of Operating Income funds pool) and specific corporate objectives (COP), with zero CIP payouts in 2023–2024 and a $31,393 COP payout in 2024 given 3 of 4 goals achieved .
- Equity mix: Long-term incentives emphasize RSUs; performance RSUs for revenue, new business revenue, and operating income were forfeited in 2023–2024 as targets were not met; only Look-Back RSUs (subjective performance) were granted (75% of target for 2023; 50% for 2024), with time-based vesting over 3 years .
- Governance safeguards: Clawback policy, anti-hedging/pledging prohibitions, and double-trigger CIC severance structure reduce misalignment and windfall risk .
Say-on-Pay & Peer Group
- Say-on-pay approval: Over 96% support at the June 6, 2024 annual meeting; committee concluded stockholders support the approach, with no significant changes to executive compensation programs based on feedback .
- Peer group: Committee has used CODA Advisors and a peer group for benchmarking (e.g., environmental/industrial/small-cap names); did not use benchmarking data in 2024 because no material increases contemplated; performance is the primary driver of compensation levels .
Investment Implications
- Incentive attainment risk: With negative EBITDA and Operating Income thresholds not met in 2023–2024, short-term CIP payouts have been zero while performance RSUs were forfeited—indicating a high bar for incentives that aligns with shareholder outcomes but can pressure total pay and retention if underperformance persists .
- Selling pressure: Anti-hedging/pledging policies mitigate forced or speculative selling; 2024 stock vesting of 37,879 shares adds potential liquidity but no pledging and strong policy guardrails reduce risk of misalignment .
- Alignment and ownership: CFO beneficial ownership is ~0.31% of outstanding shares with meaningful unvested RSUs and unearned awards—ownership is present but modest, with alignment reinforced by stringent performance RSU criteria and clawbacks .
- CIC economics: Double-trigger CIC severance at ~1x base salary plus COBRA is shareholder-friendly; termination table provides transparent quantification of potential payments including RSU value, indicating limited cash windfalls .
- Governance support: Strong say-on-pay approval (96%) and use of clawback/anti-hedging policies signal disciplined pay governance, but continued operating losses and missed performance RSU targets warrant monitoring of plan calibration and strategic execution .