Russell Shaller
QUAKER CHEMICALAbout Russell R. Shaller
Independent director at Quaker Houghton (KWR); age 61; director since 2023. Current CEO and President of Brady Corporation (NYSE: BRC). Prior roles include President of Teledyne Microwave Solutions (2008–2015) and leadership positions at W.L. Gore & Associates and Westinghouse. Serves on KWR’s Audit and Compensation & Human Resources Committees; Board has affirmatively determined his independence .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Brady Corporation | President & CEO | Apr 2022–Present | Leads global identification solutions; relevant operator experience |
| Brady Corporation | President, Identification Solutions | 2015–2022 | Grew core business; technology and manufacturing exposure |
| Teledyne Microwave Solutions | President | 2008–2015 | Aerospace/communications; advanced microwave products |
| W.L. Gore & Associates | Division Leader, Electronic Products; GM, Gore Photonics | 2001–2008 | Technology leadership; product/business management |
| Westinghouse | Engineering and program management | N/A | Early engineering/PM background |
External Roles
| Organization | Role | Tenure | Notes |
|---|---|---|---|
| Brady Corporation (BRC) | CEO; Director | 2022–Present | Current public company board; technology/manufacturing |
Board Governance
- Committee assignments: Audit Committee member; Compensation & Human Resources Committee member (not chair) .
- Attendance: In 2024 the Board held 5 regular and 2 special meetings; all directors met ≥75% attendance except one (Seshasayee). Shaller met committee/board attendance expectations .
- Independence: Board affirmed Shaller is independent under NYSE and company standards .
- Overboarding policy: As a sitting CEO, may serve on no more than three other public boards in addition to KWR; Shaller currently serves on one (Brady) and is within limits .
- Committee focuses:
- Audit: financial reporting/internal controls, compliance, cybersecurity oversight, related-party review .
- Compensation & HR: incentive design, succession, human capital oversight; Shaller listed on 2024 Committee and in Committee report .
Fixed Compensation (Director)
| Component | Amount | Period/Notes |
|---|---|---|
| Annual director cash retainer | $80,000 | 2024–2025 Board year |
| Audit Committee membership fee | $10,000 | Annual |
| Compensation & HR Committee membership fee | $5,000 | Annual |
| Total cash fees (est.) | $95,000 | Matches Director Compensation table for Shaller |
| “All other” (dividends, etc.) | $501 | 2024 reported |
Performance Compensation (Director)
| Equity Award Type | Grant Value | Vesting | Notes |
|---|---|---|---|
| Time-based RSUs (annual director grant) | $129,847 | Time-based (single installment one year from issuance) | 2024–2025 Board year; RSUs granted in June 2024 |
| Cash retainer paid in shares | 333 shares at $180.14 | N/A | Portion of retainer elected/paid in stock on Jun 1, 2024 |
Directors do not have performance metric-based pay at KWR; equity is time-based RSUs. No director options or performance stock units disclosed for directors .
Other Directorships & Interlocks
| Company | Overlap/Interlock | Potential Conflict |
|---|---|---|
| Brady Corporation (BRC) | CEO & Director | No KWR-related party transactions disclosed; no compensation committee interlocks in 2024 |
Expertise & Qualifications
- Senior leadership and strategy/M&A; governance; technology/science; manufacturing—aligned with KWR’s industrial process fluids domain .
- Audit committee experience complements risk, finance, and cybersecurity oversight (committee scope covers cyber/IT risk) .
Equity Ownership
| Holder | Shares Beneficially Owned | % of Outstanding | Notes |
|---|---|---|---|
| Russell R. Shaller | 1,140 | <1% | As of Mar 4, 2025; votes equal shares |
Insider transactions (Form 4):
| Transaction Date | Type | Security | Qty | Price | Post-Transaction Ownership | Source |
|---|---|---|---|---|---|---|
| 2024-06-01 | Award (retainer in stock) | Common | 333 | $180.14 | 1,140 | |
| 2024-06-01 | Award | RSUs | 716 | $0.00 | 716 RSUs | |
| 2025-06-01 | Award | Common | 551 | $108.84 | 2,416 | |
| 2025-06-01 | Award | RSUs | 1,198 | $0.00 | 1,198 RSUs | |
| 2025-05-31 | Exempt conversion | RSUs/DERs | 716; 9 | $0.00 | Adjustments recorded |
Governance Assessment
-
Strengths:
- Independent director with relevant operating expertise; dual committee membership enhances board effectiveness .
- Robust committee scopes (Audit: controls/compliance/cyber; Comp & HR: incentive risk, succession); no compensation interlocks or related-party ties involving Shaller disclosed .
- Clear director ownership framework and prohibition on hedging/pledging—alignment and shareholder-friendly policies .
- Attendance expectations met; board and committee engagement documented .
-
Watch items:
- Dual role as a public-company CEO may elevate time-commitment risk; currently within overboarding limits but should be monitored as responsibilities evolve .
- Ownership level is modest in absolute terms (1,140 shares); RSU grants contribute to alignment, but no individual compliance status versus director ownership threshold is disclosed .
-
Signals:
- Director pay mix ~42% cash ($95k) and ~58% equity ($129.8k), consistent with market norms and supports long-term alignment .
- Company’s say-on-pay support was ~97% in 2024—indirectly positive on board’s oversight of compensation design .
Citations:
- Independence, committees, biography:
- Director compensation amounts and structure:
- Attendance:
- Hedging/pledging prohibitions:
- Ownership and votes:
- Related-party and interlocks:
- Insider transactions: SEC Form 4 filings cited in the table above.