William Nugent
Senior Vice President (Chief Technical and Sustainability Officer) at International Seaways
Executive
About William Nugent
William F. Nugent is Senior Vice President and Chief Technical and Sustainability Officer at International Seaways, Inc. (INSW). He has served as Senior Vice President since March 2021 and previously led Ship Operations; his title was updated in March 2023 to reflect expanded sustainability responsibilities . Nugent is age 55 . He has overseen construction of more than 50 vessels and led global engineering and newbuild programs across China, Korea, and the U.S., bringing deep technical execution and fleet management expertise . INSW delivered strong performance in 2024: shipping revenues of $1.0 billion, Adjusted EBITDA of $583.3 million, and Earnings from Shipping Operations (ESO) of $514.2 million; INSW’s 2024 total shareholder return (TSR) equated to $180.44 for a fixed $100 investment, reflecting robust capital allocation and operations through the cycle .
Past Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| International Seaways (INSW) | Senior Vice President; Chief Technical & Sustainability Officer | SVP since Mar 2021; title change Mar 2023 | Leads technical operations and sustainability strategy across INSW’s fleet |
| International Seaways (INSW) | Vice President; Head of Ship Operations | Nov 2016–Mar 2021 | Operational leadership of ship ops post-spin; integration and reliability focus |
| Overseas Shipholding Group (OSG) – International Flag SBU | Vice President & Head of Ship Operations | Jul 2014–Nov 2016 | Ran fleet operations for international business unit |
| OSG | Assistant VP New Construction; Head of New Construction | 2006–2008+ | Oversaw construction of ships, tugs and barges; >50 vessels overseen |
External Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| Alion Science and Technology | Director of Basic Design | — | Naval architecture/design leadership supporting complex marine projects |
| John J. McMullen Associates, Inc. | Project Manager | — | Managed marine engineering projects prior to rejoining OSG |
Fixed Compensation
| Metric | 2024 | Notes |
|---|---|---|
| Base Salary ($) | $435,000 | Senior Vice President pay scale; base unchanged for 2025 |
| Target Bonus (% of Salary) | 100% | Eligible under annual MICP |
| Actual Cash Bonus Paid ($) | $499,928 (paid Mar 2025) | Based on ESO, business/operational, and individual achievements |
| All Other Compensation ($) | $50,109 | Includes 401(k) match $20,700; life insurance $1,158; medical/dental $24,627; disability $735; excess liability $2,889 |
Performance Compensation
Annual Cash Incentive (2024)
| Component | Weight | Target | Actual | Payout | Vesting/Payment Timing |
|---|---|---|---|---|---|
| Company ESO | 33.3% | $343.384m (100% achievement benchmark) | $514.190m (120% achievement) | 133.3% factor | Paid Mar 2025 |
| Business/Operational Metrics | 33.3% | 100% | 104% score | 104% | Paid Mar 2025 |
| Individual Performance Goals | 33.4% | 100% | Above target (specific % not disclosed) | — | Paid Mar 2025 |
Long-Term Equity Awards (Granted Mar 14, 2024)
| Award Type | Grant Date Value ($) | Units | Vesting | Performance Metrics |
|---|---|---|---|---|
| Time-Based RSUs | $271,875 | 5,176 RSUs | One-third on each of the first, second, and third anniversaries of grant (Mar 14, 2025/2026/2027); one-third vested Mar 14, 2025 | — |
| Performance RSUs (PRSUs) | $242,366 (target) | 5,176 target PRSUs | Vest Dec 31, 2026; settlement by Mar 15, 2027 upon certification | 50% cumulative ROIC (Threshold 7.35%=50%; Target 10.35%=100%; Max 13.35%=150%) ; 50% relative TSR (Threshold 25th%=50%; Target 50th%=100%; Max 90th%=150%; negative absolute TSR capped at 100%) |
Recent Vesting and Option Activity (2024)
| Event | Amount | Value/Notes |
|---|---|---|
| RSUs vested (2024) | 31,916 shares | Value realized $1,147,061 (@ $35.94) |
| PRSUs vested (Dec 31, 2024) | 16,532 shares | Part of 2022 PRSUs payout (100–150% across components) |
| Stock options exercised (May 8, 2024) | 4,662 options | Value realized $185,128 |
Equity Ownership & Alignment
| Item | Detail |
|---|---|
| Total Beneficial Ownership | 62,752 shares; ~0.1% of outstanding |
| Vested vs Unvested (as of Dec 31, 2024) | Unvested RSUs: 4,410 (2022) + 7,054 (2022) + 3,559 (2023) + 5,176 (2024) = 20,199 RSUs ; Unvested PRSUs: 5,338 (2023) + 5,176 (2024) = 10,514 PRSUs (at target) |
| Options – Exercisable/Unexercisable | No unexercised options reported at FY-end; exercised 4,662 in 2024 |
| Stock Ownership Guidelines | SVPs must hold 2× base salary; directors and executive officers have met these goals |
| Hedging/Pledging | Prohibited by policy; 10b5-1 plans permitted subject to approval |
| Clawback | Incentive Compensation Recoupment Policy per NYSE/Exchange Act; 5-year discretionary recovery of erroneously awarded incentive comp |
Employment Terms
| Term | Nugent (SVP) |
|---|---|
| Employment agreement | Standard offer letter; special letter deems 26 years of service solely for severance plan/equity grant terms |
| Severance – without cause/good reason | 12 months base salary plus target bonus; 12-month bonus at target |
| Change-in-control treatment | Time-based RSUs/options vest only if “good reason” termination within 12 months of change-in-control; PRSUs immediately forfeited on separation; otherwise unvested RSUs/options forfeited |
| Pro-rata bonus on termination | Not provided for Nugent (0 shown) |
| Non-compete/Non-solicit | Not disclosed — |
| Garden leave/Post-termination consulting | Not disclosed — |
Compensation Structure Analysis
- Pay mix emphasizes variable performance pay with annual ESO/business/operational/individual metrics and balanced long-term equity tied to ROIC and relative TSR; no automatic increases, repricing, SERPs, or tax gross-ups; hedging/pledging prohibited; clawback policy in place .
- 2024 Say-on-Pay approval was 95.8%, indicating strong shareholder support for the program design .
- Peer groups reviewed annually; 2024 peer group included sector-relevant shipping and energy service names; 2025 peer group updated to maintain comparability .
Performance & Track Record
- INSW reported 2024 shipping revenues of $1.0B and Adjusted EBITDA of $583.3M; ESO of $514.2M, reflecting continued disciplined capital allocation and optimized fleet operations .
- TSR tracking shows value of $100 invested in INSW reaching $180.44 in 2024; peer group TSR $177.00, indicating solid shareholder returns through the cycle .
- Nugent’s remit includes technical performance and decarbonization initiatives (dual-fuel LR1 newbuilds, energy-saving devices), aligning operational execution with sustainability-linked financing KPIs .
Investment Implications
- Alignment: Significant at-risk compensation via PRSUs tied to ROIC and relative TSR; strict anti-hedging/pledging, stock ownership guidelines met, and clawback policy strengthen pay-for-performance and shareholder alignment .
- Retention/COC economics: Severance is modest (12 months base + target bonus) versus CEO/CFO arrangements; limited change-in-control acceleration (time-based only; PRSUs forfeited) reduces windfall risk and may support retention of performance-linked equity .
- Trading signals: Anticipate scheduled RSU vesting on Mar 14, 2026 and Mar 14, 2027 for the remaining two-thirds of 2024 RSUs; PRSU outcomes in Mar 2027 contingent on ROIC/TSR performance—monitor vesting windows and any 10b5-1 activity for potential supply dynamics .
- Execution risk: With sustainability-linked credit facilities and fleet decarbonization projects underway, technical delivery and emissions KPIs are increasingly tied to financing costs—Nugent’s role is central to preserving margins and meeting targets .