Paul D. Furlow
About Paul D. Furlow
Independent director at Hamilton Beach Brands Holding Company (HBB); age 55; director since 2019. Co‑Founder/Co‑President of Dixon Midland Company (alternative investment firm), with prior experience as Co‑President of an industrial lighting manufacturing company, bringing investor perspective and operating insight to the board . HBB’s board classifies him as independent under NYSE standards .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Dixon Midland Company | Co‑Founder/Co‑President | Since prior to 2020 | Professional investor; board service on several portfolio companies |
| Industrial lighting manufacturing company (name not disclosed) | Co‑President | Not disclosed | Operating and strategic planning experience |
External Roles
| Organization | Role | Tenure | Notes |
|---|---|---|---|
| Public company directorships | None disclosed | — | HBB’s proxy lists other public boards for nominees where applicable; none listed for Furlow (past 5 years) |
| Portfolio company boards (private) | Director (various) | Not disclosed | Service on boards of companies in which Dixon Midland invests |
Board Governance
- Independence: Classified as independent by the board; all Audit Review Committee members are independent and financially literate .
- Committee assignments (2024): Audit Review Committee (member), Nominating & Corporate Governance (member), Planning Advisory (member) .
- Chair roles: None; committee chairs identified are others .
- Meeting cadence and attendance: Board met 4 times in 2024; all directors attended at least 75% of board and committee meetings; all directors attended the 2024 annual meeting .
- Executive sessions: Non‑management directors meet in executive session after regular meetings; independent directors met Feb 19, 2024 .
- Risk oversight: Distributed model with cybersecurity oversight in Audit Review; NCG oversees board effectiveness and ESG responsibilities .
| Committee | Role | 2024 Meetings |
|---|---|---|
| Audit Review Committee | Member | 5 |
| Compensation & Human Capital Committee | — | 6 |
| Nominating & Corporate Governance Committee | Member | 4 |
| Planning Advisory Committee | Member | 4 |
| Executive Committee | — | 0 |
Fixed Compensation
| Year | Fees Earned/Paid in Cash ($) | Stock Awards ($) | All Other Compensation ($) | Total ($) |
|---|---|---|---|---|
| 2024 | 83,038 | 111,728 | 9,095 | 203,861 |
Compensation structure for non‑employee directors (2024):
- Annual Board retainer: $175,000, with $110,000 paid in transfer‑restricted Class A shares (Mandatory Shares) .
- Committee member retainers: $8,000 (Audit), $5,000 (other committees except Executive Committee), $0 (Executive Committee) .
- Committee chair retainers: $20,000 (Audit Chair), $15,000 (Compensation Chair), $10,000 (other chairs; $0 for Executive) .
- Equity details: Shares fully vested at grant but subject to transfer restrictions generally for 10 years; no voluntary share elections made in 2024; no outstanding director equity awards at year end .
- Hedging/pledging: Directors/officers prohibited from hedging; pledging generally prohibited without company consent .
Performance Compensation
- No director performance‑based compensation disclosed; director equity is retainer‑based (transfer‑restricted) with immediate vesting and 10‑year holding period .
Other Directorships & Interlocks
- New director recommendation: Bela S. Mehta’s appointment (Nov 20, 2024) was recommended by Furlow and Clara R. Williams to the NCG Committee before board appointment .
- Controlled company context: HBB may qualify as a “controlled company” due to Taplin/Rankin family ownership but elects not to use NYSE governance exemptions; majority‑independent board and fully independent key committees .
Expertise & Qualifications
- Professional investor (Dixon Midland) with board experience across investee companies, providing capital allocation and governance perspective .
- Industrial operations and strategic planning background from industrial lighting manufacturing leadership .
Equity Ownership
| Security | Shares Beneficially Owned | % of Class |
|---|---|---|
| Class A Common | 63,953 | <1% |
| Class B Common | 0 | — |
- Record date for beneficial ownership tables: March 10, 2025 .
- Director equity under the Non‑Employee Directors Plan is subject to 10‑year holding restrictions; prohibited hedging and generally prohibited pledging without consent .
Governance Assessment
- Strengths: Independent status; service on Audit and NCG (key oversight committees); solid attendance; director equity with long holding periods aligns incentives; robust hedging/pledging prohibitions .
- Watch items: Controlled company dynamics with extensive Rankin family influence, including significant consulting fees to Non‑Executive Chairman, warrant sustained scrutiny by Audit Review for related‑party oversight (Furlow participates on Audit Review) . Recommendation role in appointing Bela S. Mehta indicates informal influence channels; not a conflict per se but an interlock signal to monitor .
- Overall: Board effectiveness bolstered by independent committee membership and risk oversight routines; no disclosed related‑party transactions involving Furlow and no pledging/hedging issues identified for him .