John Albertine
About John M. Albertine
Dr. John M. Albertine, age 80, has served as an independent director of Kadant Inc. since June 2001; his current term expires May 2026. He is chair of the compensation committee, designated an audit committee financial expert, and serves on the audit, nominating and corporate governance, and risk oversight & sustainability committees. He holds a Ph.D. in economics from the University of Virginia and is founder/CEO of Albertine Enterprises and a founding partner of JJ&B, LLC .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Intersections Inc. | Director; Chair, Risk Committee | 2008–2018 | Led board-level risk oversight at a public identity risk management company |
| Virginia Retirement System | Trustee; Vice Chairman | Trustee: 10 years ending 2013; Vice Chair: 6 years | Oversight of a public pension fund’s investments and governance |
| Virginia Board of Economic Advisors | Member | Two terms ending 2014 | Advised state economic policy |
External Roles
| Organization | Role | Tenure | Notes |
|---|---|---|---|
| Albertine Enterprises, Inc. | Founder, Chairman & CEO | Since 1990 | Public policy consulting (Washington, DC) |
| JJ&B, LLC | Founding Partner | Since 2005 | Investment banking; finance, strategy, economic analysis |
| Tecogen, Inc. (NASDAQ: TGEN) | Director | Since 2022 | Public manufacturer of cogeneration, chiller, heat pump systems |
| Crest Foundation (Center for Research in Environmental & Sustainable Technologies) | Chairman | Since 2021 | Non-profit ESG initiative |
Board Governance
- Independence: The board determined Dr. Albertine is independent under NYSE rules; no material relationship with the company was identified .
- Committee assignments: Compensation (Chair); Audit (Member, audit committee financial expert); Nominating & Corporate Governance (Member); Risk Oversight & Sustainability (Member) .
- Attendance: In 2024, board met 6 times; each director attended over 75% of board/committee meetings, and all directors attended the 2024 annual meeting .
- Executive sessions: Non-employee/independent directors hold regular executive sessions, presided on a rotating basis by committee chairs (all independent) .
- Tenure policy: Board has a policy limiting director tenure to age 75, with grandfathered exceptions including Messrs. Albertine, Leonard, and Painter—an important refreshment consideration for investors .
Fixed Compensation
| Component | Amount/Structure | Vesting/Terms | 2024 Actual for Dr. Albertine |
|---|---|---|---|
| Annual cash retainer | $70,000 | Paid monthly; no meeting fees | Included in fees |
| Committee chair fees | Compensation Chair: $12,500; Audit Chair: $15,000; Nominating Chair: $10,000; Risk Oversight Chair: $10,000 | Paid monthly | $12,500 (Comp Chair) |
| Non-employee Chairman retainer | $65,000 in 2024; increased to $85,000 in 2025 | Paid monthly | Not applicable to Dr. Albertine (Mr. Painter is Chair) |
| 2024 Fees Earned (cash) | — | — | $82,500 |
| 2024 Director RSUs | 606 RSUs; grant-date value $280.20/share | Vested 50% on June 1, 2024; 25% end of Q3; 25% end of Q4; change-in-control accelerates | Stock awards grant-date fair value $169,801 |
| Total 2024 Director Compensation | — | — | $252,301 |
Additional framework: The compensation committee targets director cash around the 25th percentile and equity near the 75th percentile of peers; total director compensation is subject to a $750,000 annual cap approved by shareholders (2017) .
Performance Compensation
- Non-employee director equity is time-based RSUs (no director performance metrics); awards are sized to approximate the 75th percentile of peer equity values, considering company financial and TSR performance .
- 2025 proposed director RSUs: $170,000 divided by grant-date share price; example outcomes: 515 RSUs at $330; 485 RSUs at $350; 459 RSUs at $370; vesting 50% on June 1, 2025 and 25% at the end of Q3/Q4 2025; acceleration on change-in-control (subject to shareholder approval) .
Other Directorships & Interlocks
| Company | Type | Role | Overlap/Interlock Notes |
|---|---|---|---|
| Tecogen, Inc. | Public | Director | No interlocks disclosed with KAI counterparties or directors |
| Prior: Intersections Inc. | Public | Director; Risk Committee Chair | Historical role; no current interlock |
No related-party transactions involving Dr. Albertine were disclosed; the filing identified one related-person transaction involving compensation to an executive officer’s family member (not a director) .
Expertise & Qualifications
- Audit committee financial expert; deep finance and capital markets knowledge .
- Strategic leadership and M&A experience; risk management .
- Academic/Education credential (Ph.D. Economics, UVA); sustainable business practices .
Equity Ownership
| Item | Value |
|---|---|
| Shares beneficially owned | 7,307 shares |
| Shares outstanding (Mar 1, 2025) | 11,754,897 shares |
| Ownership as % of shares outstanding | ~0.06% (7,307 / 11,754,897; derived from disclosed figures) |
| Director stock ownership guideline | 5× annual cash retainer; includes unvested RSUs for calculation; all directors in compliance as of Mar 1, 2025 |
| Hedging/pledging | Prohibited for directors and officers by policy |
Governance Assessment
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Positives:
- Independent director with multi-committee engagement; designated audit committee financial expert—strengthens board effectiveness .
- Strong attendance and participation; leadership as compensation committee chair, including formal CD&A review/report .
- Ownership alignment via 5× retainer guideline; all directors compliant; hedging/pledging prohibited .
- Transparent, shareholder-approved director equity; heavy equity mix aligns with long-term TSR; prior shareholder approval ~96% for director RSUs in 2024 .
-
Watch items / potential red flags:
- Tenure and age: At 80 and on the board since 2001, he is grandfathered under the age-75 limit—investors may scrutinize refreshment and independence of long-tenured directors .
- Director pay positioning: Equity component near the 75th percentile; while aligned to performance, investors should monitor pay-for-value vs workload and potential inflation over time .
- No disclosed related-party issues for Dr. Albertine; ongoing monitoring warranted given external advisory and investment banking roles (though board affirms independence and no material relationship) .
-
Shareholder signals:
- Say-on-pay support was ~93% in 2024, indicating overall investor comfort with compensation governance; director RSU proposals received strong approval (2024: ~96%) .