Eric Mellen
About Eric Mellen
Eric E. Mellen, 57, is Chief Financial Officer & Treasurer of Gencor Industries, Inc., serving since May 2012 after roles as Director of Corporate Development at Gencor, corporate finance at IBM (2002–2008), and corporate finance/global strategy/investment teams at PricewaterhouseCoopers (1992–2002). He holds a BS in Finance & Management and an MBA, and brings 30+ years of financial management experience; he is the son-in-law of Executive Chairman E.J. Elliott . Company performance during his tenure shows net income of $14.6M in FY2024 and $14.7M in FY2023, with TSR (value of $100 initial investment) of $153.61 (2024), $144.48 (2023), and $80.81 (2022); revenue grew 7.7% in FY2024 to $113.2M .
Past Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| PricewaterhouseCoopers | Corporate finance, global strategy, investment teams; due diligence/integration for PW–Coopers & Lybrand merger; worked on sale of PwC Consulting to IBM | 1992–2002 | Transaction diligence and integration; strategic finance experience |
| IBM Corporation | Corporate finance; managed pricing/financial management and worldwide budget for IBM’s Business Consulting Division | 2002–2008 | Enterprise budgeting and pricing discipline at scale |
| Valuation/Advisory (various) | Business valuation and strategic planning across manufacturing and service industries | 2008–2011 | Multi-industry valuation and strategy expertise |
| Gencor Industries | Director of Corporate Development; later CFO & Treasurer | 2011–2012 (Corp Dev), CFO since May 2012 | Corporate development and financial leadership |
External Roles
No current external public-company directorships are disclosed in the proxy biographical section for Mr. Mellen .
Fixed Compensation
| Metric | FY2022 | FY2023 | FY2024 |
|---|---|---|---|
| Base Salary ($) | $250,000 | $325,000 | $350,000 |
| Bonus ($) | $0 | $0 | $0 |
| Stock Awards ($) | $0 | $0 | $0 |
| All Other Compensation ($) | $6,618 | $8,594 | $8,070 |
| Total ($) | $256,618 | $333,594 | $358,070 |
- Committee methodology: cash-focused pay; considers revenues, net income, duties/scope, industry standards, comparable salaries, corporate growth, profits, goals, market share increases; no specific quantitative formula .
Performance Compensation
| Incentive Type | FY2022 | FY2023 | FY2024 |
|---|---|---|---|
| Annual Cash Bonus (Actual, $) | $0 | $0 | $0 |
| RSUs/PSUs (Grant Date FV, $) | $0 | $0 | $0 |
| Stock Options (Grant Date FV, $) | $0 | $0 | $0 |
| Equity Plan Usage | No equity-based plans maintained | No equity-based plans maintained | No equity-based plans maintained |
- Metrics linkage: Company did not use TSR or net income as performance measures in executive compensation for years shown; CAP (compensation actually paid) primarily reflects fixed cash .
- Clawback: Adopted a Dodd-Frank compliant clawback policy (effective for performance-based comp received on/after Oct 2, 2023) for restatements due to errors/omissions/fraud; amount recouped equals overpayment versus restated results .
Equity Ownership & Alignment
| Holder | Common Shares | % Common | Class B Shares | % Class B |
|---|---|---|---|---|
| Eric E. Mellen | 229,750 | 1.9% | 89,100 | 3.8% |
- As-of date: August 11, 2025 .
- Equity program status: No outstanding equity awards as of Sept 30, 2024; no equity compensation plans maintained .
- Insider Trading Policy disclosed; no pledging-specific language detailed in proxy narrative .
Selected insider transaction (Form 4 sourced):
- 2,400 shares sold at $15.69 on March 12, 2021 (approx. $37.65K) .
Employment Terms
- Employment agreements: None for Named Executive Officers; employment may terminate at any time without severance .
- Perquisites/benefits: Personal use of a company vehicle and standard employee benefits; 401(k) employer contributions included in “All Other Compensation” .
- Restrictive covenants: Executed non-disclosure and non-compete agreements; confidentiality of trade secrets and other information .
- Change-of-control terms: No specific severance or change-of-control multiples disclosed; no equity to accelerate given absence of equity awards .
Company Performance Context (for pay-for-performance analysis)
| Metric | FY2022 | FY2023 | FY2024 |
|---|---|---|---|
| TSR – Value of $100 Investment | $80.81 | $144.48 | $153.61 |
| Net Income ($) | $(372,000) | $14,666,000 | $14,558,000 |
| Revenue ($) | — | $105,075,000 | $113,166,000 |
Risk Indicators & Governance Considerations
- Internal controls/material weaknesses: FY2024 audit issued an adverse opinion on ICFR due to ITGC weaknesses, period-end close controls, SOC report reliance, and control framework components; remediation underway but timing uncertain .
- Reporting timeliness/listing compliance: Delays in FY2024 10-K and subsequent 10-Qs prompted NYSE American compliance plan and extension; risks include potential delisting if not remediated .
- Control concentration: Officers beneficially own 100% of Class B stock, electing ~75% of Board; dual-class structure concentrates control and may affect change-of-control dynamics .
- Related party context: Mellen is son-in-law of Executive Chairman; Company disclosed no related party transactions in FY2024 .
Investment Implications
- Compensation alignment: Mellen’s pay is predominantly fixed cash with no annual bonus or equity; the absence of performance-linked or equity incentives reduces direct pay-for-performance alignment and can lessen long-term equity alignment, though personal share ownership (common and Class B) provides skin in the game .
- Selling pressure/vesting: No outstanding equity awards or options; no vesting calendar; historic insider selling appears limited (a small 2021 sale) reducing mechanical selling pressure risk .
- Retention and transition risk: At-will employment with no severance or change-of-control protections may imply lower exit costs but could increase retention sensitivity to market opportunities; restrictive covenants are in place .
- Execution/governance risk: Material weaknesses in ICFR and late filings during FY2024 elevate near-term execution and governance risk; dual-class control and family ties warrant ongoing monitoring of oversight rigor .