Kathryn Bohl
GENERAC HOLDINGSAbout Kathryn V. Bohl
Independent director since 2016; age 64; mechanical engineer with deep operations, supply chain, and quality leadership in B2B/B2C durable products. Previously EVP roles at Sleep Number (product/service, services & fulfillment) and senior global supply chain/quality roles at GE Healthcare; BS Mechanical Engineering from Michigan State University . Current GNRC board roles include Audit Committee member and Nominating & Corporate Governance Committee member; she is independent under NYSE standards, with all non-management directors independent except the CEO .
Past Roles
| Organization | Role(s) | Tenure | Committees/Impact |
|---|---|---|---|
| Sleep Number (formerly Select Comfort) | EVP & Chief Services and Fulfillment Officer; EVP, Product & Service; SVP, Global Supply Chain | 2005–2016 | Led services, product, and global supply chain for consumer durables; operations excellence and risk management |
| GE / GE Healthcare | GM, Global Supply Chain Strategy; GM, Global Quality & Six Sigma; VP Technical Operations; Director/VP Quality Programs; roles in Sourcing, Engineering, Manufacturing | 1983–2005 | Enterprise-wide supply chain strategy, quality systems, Six Sigma deployment; regulatory and compliance experience |
External Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Columbus McKinnon Corporation | Lead Director (public company) | Current | Independent leadership; industrial technology/material handling exposure |
| The Jones Family of Companies | Director | Former | Governance experience in diversified industrials |
Board Governance
- Committee assignments: Audit Committee (member; 10 meetings in 2024) and Nominating & Corporate Governance Committee (member; 5 meetings in 2024) .
- Chair roles: None; committee chairs are Lampereur (Audit), Dixon (Nominating), Avedon (Human Capital & Compensation) .
- Independence: Board asserts all directors except CEO are independent; Audit Committee members meet NYSE/SEC independence; audit financial expert designation applies to Dixon, Lampereur, Ramon, Zarcone (not Bohl) .
- Attendance: Board held 5 meetings in 2024; all incumbent directors attended at least 75% of Board and committee meetings and the 2024 annual meeting .
Fixed Compensation
| Year | Cash Retainer ($) | Stock Awards ($) | Total ($) |
|---|---|---|---|
| 2024 | 90,000 | 155,072 | 245,072 |
Director pay policy (2024):
- Annual cash retainer $90,000; annual equity retainer $155,000 in fully vested common shares; additional retainers for chairs/lead director (Audit $25,000; HCCC $20,000; Nominating $15,000; Lead Director $30,000). Directors may elect cash for the equity retainer if ownership guidelines met; expenses reimbursed .
Performance Compensation
| Performance-linked components for Directors | Details |
|---|---|
| None disclosed | Non-employee director equity retainer is granted as fully vested shares; no performance conditions; no meeting fees disclosed in policy . |
Other Directorships & Interlocks
| Company | Type | Interlocks/Notes |
|---|---|---|
| Columbus McKinnon (CMCO) | Public | No related person transactions disclosed with GNRC; within GNRC’s director commitment limits . |
| The Jones Family of Companies | Private | Former director; no related transactions disclosed . |
- Committee interlocks: None required to be disclosed for the Human Capital & Compensation Committee in 2024 (Bohl is not on this committee) .
Expertise & Qualifications
- Global supply chain, operations excellence, quality systems and Six Sigma in healthcare and consumer durables .
- Risk management and regulatory compliance experience; leadership across B2B/B2C technology products .
- Engineering background (BS Mechanical Engineering, Michigan State University) .
Equity Ownership
| Item | Amount/Status |
|---|---|
| Total beneficial ownership (shares) | 11,965 (includes Deferred Stock Units) |
| Ownership % of outstanding | <0.1% (“*” per proxy table) |
| Deferred Stock Units outstanding | 11,965 |
| Stock ownership guidelines | Non-employee directors must hold 5x annual retainer; all non-employee directors compliant as of March 31, 2025 |
| Hedging/pledging | Prohibited for directors under Insider Trading Policy and clawback/insider policies |
Governance Assessment
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Board effectiveness: Tenured independent director (since 2016) with deep operations/supply chain and quality credentials adds execution rigor to Audit and Nominating & Governance oversight; strong attendance and committee engagement (Audit 10 meetings; Nominating 5) support effectiveness .
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Independence and conflicts: Independent; no related person transactions since Jan 1, 2024; no compensation committee interlocks disclosed; insider policies prohibit hedging/pledging, reducing alignment risk .
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Ownership alignment: Director equity retainer and 11,965 DSUs plus 5x retainer ownership guideline (compliant) indicate skin-in-the-game and alignment with shareholder outcomes .
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Commitments: GNRC policy caps public boards at four additional for non-employee directors; current external role (Lead Director at CMCO) appears within limit, mitigating overboarding risk .
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Shareholder sentiment context: Say-on-pay approved with 93.7% support in 2024, signaling investor confidence in GNRC’s governance and compensation oversight (contextual to board’s stewardship) .
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RED FLAGS: None disclosed — no related-party transactions; attendance met policy; no pledging/hedging; director pay structure is standard fixed cash plus fully vested equity; no performance-based director pay or discretionary meeting fees reported .