Charles E. Jobson
About Charles E. Jobson
Charles E. Jobson (age 64) is Chairman of the Board and an independent director at Good Times Restaurants Inc. (GTIM), serving since 2017, and sits on the Audit and Compensation Committees; he is deemed independent under NASDAQ rules and is designated an audit committee financial expert by the Board . He founded and managed Delta Partners (1999–2019), served as CEO/director of Thrive Acquisition (SPAC, 2021–2023), partnered with PAI Partners to take Ecotone private in 2019, and previously held senior investment roles at Baring Asset Management and State Street Research; he holds a BA from Northwestern and an MBA (Finance) from Duke Fuqua .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Delta Partners (hedge fund) | Founder & Portfolio Manager | 1999–2019 | Long-short fund; peak AUM $2.9B |
| Thrive Acquisition (NASDAQ SPAC) | CEO & Director | 2021–2023 | Health & wellness acquisition focus |
| Baring Asset Management | Vice President; Investment Committee member | 1994–1998 | Managed $3.5B U.S. equity portfolio |
| State Street Research & Management | Equity Analyst | 1990–1994 | Coverage: chemicals, homebuilding, retail, REITs |
External Roles
| Organization | Role | Tenure | Notes |
|---|---|---|---|
| Caravan to Class (501c3) | Director | Current | Focus on education access for women and youth in West Africa |
| Ecotone (formerly Wessanen) | Partnered in take-private with PAI Partners | 2019 | Leading European organic food brands |
| Jobson Family Foundation | Philanthropic leader | Ongoing | Actively involved via his Foundation |
Board Governance
- Independence: The Board determined Jobson is independent under NASDAQ Rule 5605; GTIM’s majority-independent board includes Jobson, Maceda, Rossi, and Stetson; CEO Ryan Zink is not independent .
- Leadership: Roles are separated; Jobson serves as non-executive Chairman, enabling CEO focus on operations .
- Committees: Audit Committee (Maceda—Chair; members Jobson, Stetson), Compensation Committee (Stetson—Chair; member Jobson); Board acts as nominating committee (no separate nominating committee) .
- Audit Committee financial expert: Jobson qualifies per SEC definition .
- Attendance: Board met four times in FY2024; Audit Committee met four; Compensation Committee met once; no director attended fewer than 75% of applicable meetings .
| Committee | Role | FY2024 Meetings | Attendance Indicator |
|---|---|---|---|
| Board of Directors | Chairman (Jobson) | 4 | ≥75% for all directors |
| Audit Committee | Member | 4 | ≥75% for all directors |
| Compensation Committee | Member | 1 | ≥75% for all directors |
Fixed Compensation
| Metric | FY2023 | FY2024 |
|---|---|---|
| Annual cash retainer (non-employee directors) | $20,000 | $32,000 |
| Chairman premium | $2,500 per meeting | $1,000 annually (paid quarterly) |
| Jobson total director cash compensation | $22,000 | $33,000 |
| Committee member fees | Audit: $1,000 annually; Comp: $1,000 annually (members do not receive additional compensation beyond chair fees) | Audit Chair: $1,000 annually; Comp Chair: $1,000 annually; members no additional compensation |
- No director stock awards were granted in FY2024; new directors start retainer in the quarter they join .
Performance Compensation
| Component | FY2023 | FY2024 |
|---|---|---|
| Director stock awards (RSUs/PSUs) | None granted | None granted |
| Director options | None outstanding as of FY2023 year-end | None outstanding as of FY2024 year-end; no RSUs held by non-employee directors |
| Equity grant policy for directors | Discretionary; no grants in FY2023 | Discretionary; no grants in FY2024 |
Other Directorships & Interlocks
| Company | Role | Status | Notes |
|---|---|---|---|
| Thrive Acquisition (NASDAQ) | CEO & Director | Former (2021–2023) | SPAC; not currently disclosed as ongoing |
| Non-profit: Caravan to Class | Director | Current | No related-party transactions disclosed involving Jobson |
Expertise & Qualifications
- Financial markets and capital allocation expertise from hedge fund (Delta Partners) and institutional asset management (Baring Asset Management) .
- Audit committee financial expert designation (GAAP, internal controls, audit oversight) .
- Education: BA Northwestern; MBA (Finance) Duke Fuqua .
- Transaction experience: European organic food sector via Ecotone take-private with PAI Partners .
Equity Ownership
| Holder | Shares Beneficially Owned | % of Class | Components |
|---|---|---|---|
| Charles E. Jobson (Director) | 2,277,926 | 21.37% (10,658,012 shares outstanding) | Includes 332,570 shares via Jobson Family Foundation and 128,767 via Charles E. Jobson Irrevocable Trust; Jobson is trustee for both |
| All directors & executive officers (7 persons) | 2,829,872 | 26.27% | — |
- As of FY2024 year-end, non-employee directors held no options or RSUs; hedging/monetization transactions require prior authorization under GTIM’s Insider Trading Policy .
Governance Assessment
- Alignment: Very strong ownership “skin-in-the-game” (21.37%) aligns interests with shareholders and provides long-term commitment signals .
- Influence concentration: Jobson is Chairman and serves on both Audit and Compensation Committees while being a 21% holder—this concentrates governance influence and merits monitoring for robust independent oversight processes. RED FLAGS: Influence concentration via combined Chair + key committee membership + >20% ownership .
- Board structure: No standing nominating committee; the full Board acts as nominating committee, which can reduce formal independence in nominations. RED FLAG: Absence of dedicated nominating committee .
- Independence/controls: Board affirms Jobson’s independence and designates him audit committee financial expert; related-party transactions above SEC thresholds were none since FY2023—mitigates conflict risk .
- Director pay design: Shift from meeting-based Chair fees (FY2023) to modest fixed annual premiums (FY2024) and no equity grants indicates low variable director pay; alignment for Jobson primarily comes from significant share ownership rather than director equity awards .
- Engagement: Attendance thresholds met (≥75% across meetings), with active committee participation and clearly defined charters .
- Shareholder feedback: 2025 vote adopted two-year say-on-pay frequency; all director nominees (including Jobson) elected, indicating shareholder support .
Overall signal: High ownership alignment and technical financial oversight capabilities are positives; however, the concentration of influence and lack of a formal nominating committee are governance risks that investors should monitor for potential conflicts and ensure continued robust independent checks and balances .