Kelly C. Janzen
About Kelly C. Janzen
Independent director of IES Holdings since May 12, 2025; appointed to the Audit Committee on the same date. She is 52 and currently serves as Executive Vice President and Chief Financial Officer of Vestis Corporation (NYSE: VSTS). Prior roles include CFO and CAO positions at multiple public industrials (BlueLinx; WestRock; Baker Hughes; McDermott), with earlier finance leadership at General Electric. She holds a B.S. in Accounting from Louisiana State University.
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Vestis Corporation (NYSE: VSTS) | EVP & Chief Financial Officer | Feb 2025–present | Senior finance leadership for a public company |
| Fernweh Group / Dabico Airport Solutions | Finance executive in residence; acted as CFO for Dabico | Jan–May 2024 | Transitional CFO role under Fernweh |
| BlueLinx Corporation (NYSE: BXC) | SVP, CFO & Treasurer | Apr 2020–Aug 2023 | Public company CFO; capital markets and controls |
| WestRock Company (NYSE: WRK) | SVP & Chief Accounting Officer | Prior to 2020 (dates not specified) | Enterprise accounting leadership |
| Baker Hughes (NYSE: BKR) | VP, Controller & Chief Accounting Officer | Prior (dates not specified) | Enterprise controller/CAO |
| McDermott International Ltd. (previously Nasdaq: MDR) | VP Finance & Chief Accounting Officer | Prior (dates not specified) | Enterprise CAO |
| General Electric | Progressive finance/accounting roles | Earlier career | Finance leadership pipeline |
| Education | B.S., Accounting, LSU | — | Formal accounting credential |
External Roles
| Organization | Role | Capacity | Notes |
|---|---|---|---|
| Vestis Corporation (NYSE: VSTS) | EVP & Chief Financial Officer | Executive | Concurrent executive role at a U.S.-listed issuer |
| — | — | — | No other public company directorships disclosed |
Board Governance
- Committee assignments: Appointed to the Audit Committee effective May 12, 2025.
- Independence and conflicts: Company disclosed no arrangements/understandings for her selection and no transactions requiring disclosure under Item 404(a) (related party) at the time of appointment. IES’s standing committees (Audit, HR/Compensation, Nominating/Governance) are composed entirely of independent directors per company policy.
- Attendance expectations: Board policy expects directors to attend annual meetings; in FY2024 all directors attended at least 75% of meetings (prior to Ms. Janzen’s appointment).
Fixed Compensation (Director)
| Component | Amount/Structure | Notes |
|---|---|---|
| Annual Board retainer | $205,000 per year (effective Apr 1, 2024) | Paid quarterly; applies to non-employee directors |
| Audit Chair fee | $25,000 per year | Chair-only; committee members do not receive an additional member fee |
| HR/Compensation Chair fee | $12,500 per year | Chair-only |
| Nominating/Governance Chair fee | $10,000 per year | Chair-only |
| Form of payment election | At least 50% must be paid in common stock or Director PSUs; balance in cash | Elections made in the first fiscal quarter; Director PSUs convert to common stock upon leaving the Board; grants determined quarterly using quarter-end stock price |
| Ms. Janzen compensation basis | “Consistent with other non-employee directors” | As disclosed in appointment 8-K |
Performance Compensation (Director)
| Program | Performance Metrics | Status |
|---|---|---|
| Director incentive/bonus plans | None disclosed for directors | IES director pay is retainer-based with equity elected; no performance-contingent director bonuses disclosed |
Other Directorships & Interlocks
- Other current public company boards: None disclosed.
- Compensation Committee interlocks: Company reported no compensation committee interlocks for FY2024 (pre-appointment).
- Related-party exposure: None disclosed for Ms. Janzen under Item 404(a) at appointment.
Expertise & Qualifications
- Deep public-company finance and accounting experience across building products, paper/packaging, energy services, and engineering/construction sectors (CFO/CAO roles).
- Education: B.S. in Accounting (LSU), aligning with Audit Committee responsibilities.
- Appointed directly to Audit Committee upon election to the Board, highlighting perceived finance/audit expertise.
Equity Ownership
| Filing | Filing Date | Event/Txn Date | Security/Type | Quantity | Notes |
|---|---|---|---|---|---|
| Form 3 (Initial Statement of Beneficial Ownership) | May 20, 2025 | Event date: May 12, 2025 | — | — | Initial filing upon joining Board |
| Form 4 (Statement of Changes in Beneficial Ownership) | Oct 3, 2025 | Oct 1, 2025 | Common Stock (stock award) | 64 shares | Reported acquisition consistent with quarterly director equity; post-transaction position not specified in source excerpt |
- Structural alignment: Non-employee directors must take at least 50% of total annual compensation in stock or Director PSUs, which convert to common stock upon departure—driving longer-term alignment.
Governance Assessment
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Strengths
- Audit Committee appointment on day one; extensive CFO/CAO background supports financial oversight.
- No related-party transactions disclosed; compensation aligned with policy requiring equity component.
- Equity awards/fees structure emphasizes stock-based pay, enhancing alignment.
-
Watch items / potential risks
- IES is majority-controlled by Tontine (~54.77% ownership as of Dec 27, 2024), which can influence director elections and strategic actions, placing a premium on independent oversight by Audit and other committees.
- Concurrent full-time CFO role at Vestis may create time/attention constraints typical for executives serving on outside boards; the company discloses Board and committee meeting loads in proxies (FY2024 had 9 Board meetings and active committees). Monitoring attendance and engagement will be key.
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Overall view
- Ms. Janzen brings relevant financial expertise and Audit Committee service, with early insider filings showing routine director equity accrual. Within a controlled-company context, her independence and audit focus are constructive for investor confidence, with no disclosed conflicts under Item 404(a) at appointment.