Mikel Williams
CENTRUS ENERGYAbout Mikel H. Williams
Mikel H. Williams (age 68) has served on the Centrus Energy (LEU) Board since 2013 and as independent Chairman since September 2014. He is CEO and a director of Targus International LLC (since 2016) and brings CEO/CFO experience, advanced technology and manufacturing expertise, and extensive public company board experience; the Board highlights these competencies in recommending his election. He is currently independent under NYSE American rules (affirmed March 2025).
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Targus International LLC | Chief Executive Officer, Director | 2016–present | Leads global tech accessories supplier; operating CEO credentials valued by LEU Board |
| JPS Industries, Inc. | Chief Executive Officer, Director | 2013–2015 | Led specialty composites manufacturer through sale in 2015 |
| DDi Corporation | President, Director | Nov 2005–May 2012 | Led advanced electronics manufacturing services provider through sale in 2012 |
External Roles
| Organization | Role | Tenure | Notes |
|---|---|---|---|
| Centrus Energy Corp. (LEU) | Chairman of the Board; Director | Sept 2014–present (Director since 2013) | Presides at Board and executive sessions; approves Board agendas |
| Summit Interconnect (private) | Director | Current | Private aerospace/defense PCB company |
| B. Riley Financial, Inc. | Director | Until Oct 2022 | Ended with Targus sale to B. Riley in 2022 |
| Tellabs, Inc. | Director | Until 2013 | Former public company directorship |
| Lightbridge Communications Corp. | Director | Until Feb 2015 | Former directorship |
| Iteris, Inc. | Director | 2011–2019 | Former directorship |
Board Governance
- Independence and leadership: The Board affirmed in March 2025 that Mr. Williams is independent. LEU separates Chair and CEO roles; as independent Chair since Sept 2014, Williams presides at all Board meetings, approves agendas, and leads executive sessions of non‑management directors.
- Committee assignments: Chair, Executive Committee (EC). Not currently listed on Audit & Finance (AFC), Compensation, Nominating & Governance (CN&G), Technology, Competition & Regulatory (TCRC), or Cyber Risk Committee (CRC).
- Committee chair transition: On June 20, 2024, Ray A. Rothrock replaced Williams as Chair of the Audit & Finance Committee—evidence of ongoing committee refresh.
- Attendance and engagement: In 2024, the Board held 12 meetings; all directors attended at least 75% of Board and applicable committee meetings. All directors except Mr. Rothrock attended the 2024 annual meeting (implies Williams attended).
- Board risk oversight: The Board added a Cyber Risk Committee in Dec 2024; overall risk oversight includes sanctions/war-in-Ukraine risks and regulatory exposure, with committees overseeing respective risk domains.
Fixed Compensation (Director)
Director compensation structure (2024–2025 term):
| Component | Amount | Notes |
|---|---|---|
| Board annual cash retainer | $72,000 | Paid quarterly |
| RSU grant (annual) | $130,000 (actual $129,978.87) | Granted June 20, 2024; price $42.63; vests/settles June 20, 2025 |
| Chairman of the Board fee | $100,000 | Paid quarterly; incremental to retainer |
| Committee chair fees | $15,000 (AFC), $15,000 (CN&G), $50,000 (TCRC), $15,000 (CRC) | No chair fee for Executive Committee |
| Committee membership retainer | $10,000 per committee | Executive Committee excluded |
Director compensation received (FY 2024):
| Metric | 2024 |
|---|---|
| Fees Earned or Paid in Cash ($) | $178,250 |
| Stock Awards ($) | $129,978.87 (3,049 RSUs) |
| Total ($) | $308,228.87 |
- Vesting: 2024 RSUs (3,049 units) vest and settle on June 20, 2025.
- Expense policy: Non‑employee directors reimbursed for reasonable expenses; Investor‑Designated Director and CEO receive no director compensation.
Performance Compensation (Director)
| Feature | Details |
|---|---|
| Performance metrics tied to director pay | None disclosed; director equity paid as time‑vested RSUs alongside cash retainers |
| Clawback policy | Company maintains equity plan clawback and separate Exchange Act Section 10D-compliant clawback for executives; clawback provisions disclosed (not specifically applied to director RSUs) |
Other Directorships & Interlocks
| Type | Detail |
|---|---|
| Current public company boards | None disclosed for Williams in 2025 proxy (private board at Summit Interconnect) |
| Prior public company boards | B. Riley Financial (ended 2022), Tellabs (ended 2013), Lightbridge Communications (ended 2015), Iteris (2011–2019) |
| CN&G interlocks (company-wide) | No compensation committee interlocks during 2024. Williams was not on CN&G in 2024 per committee roster. |
Expertise & Qualifications
- Board-cited competencies: Centrus leadership as current Chairman; CEO and CFO experience; advanced technology/manufacturing; public company experience.
- Board leadership: Independent Chair since 2014; presides at executive sessions of non‑management directors.
Equity Ownership
| Ownership Detail | Amount/Policy |
|---|---|
| Total beneficial ownership | 52,808 shares; less than 1% of Class A |
| Unvested RSUs (scheduled vest) | 3,049 RSUs vesting/settling June 20, 2025 |
| Vested RSUs (deferred settlement) | 47,445 vested RSUs; settlement in Class A upon retirement/end of service |
| Shares held (common) | 2,314 shares of Class A common stock |
| Hedging/Pledging | Prohibited for directors; no pledging allowed under insider trading policy |
| Stock ownership guidelines (Directors) | 3x annual directors’ cash retainer; must retain at least 50% of shares from equity until guideline met (applies to awards after 2021 adoption) |
Say‑on‑Pay and Shareholder Signals (context)
| Item | 2024 | 2025 |
|---|---|---|
| Say‑on‑pay votes (For / Against / Abstain) | 9,400,495 / 214,726 / 60,787 | 5,632,737 / 389,847 / 229,698 |
| Auditor ratification (For / Against / Abstain) | 12,035,495 / 14,246 / 13,125 | 10,942,858 / 27,722 / 226,112 |
| Director election — Mikel H. Williams (For / Withheld) | 9,117,354 / 558,654 | 5,701,449 / 550,833 |
Related‑Party Transactions and Conflicts
- Policy: CN&G Committee must approve/ratify related person transactions >$120,000; directors recuse and conditions may be imposed. Annual D&O questionnaires used to identify such transactions.
- Disclosures: No related‑party transactions involving Williams were disclosed. A separate engagement of Director Dr. Madia as “capture manager” for DOE-related work resulted in the Board deeming him non‑independent until at least August 2025 (not applicable to Williams).
Board Committee Landscape (for context)
| Committee | 2025 Members/Chair (as of Apr 25, 2025) |
|---|---|
| Executive Committee | Chair: Mikel H. Williams; Members: Tina W. Jonas, William J. Madia, Amir V. Vexler |
| Audit & Finance | Chair: Ray A. Rothrock; Members: Kirkland H. Donald, Tina W. Jonas |
| Compensation, Nominating & Governance | Chair: Tina W. Jonas; Member: Kirkland H. Donald; third member to be appointed upon Mr. Sawatzke’s departure |
| Technology, Competition & Regulatory | Chair: William J. Madia; Member: Kirkland H. Donald; third member to be appointed upon Mr. Sawatzke’s departure |
| Cyber Risk | Chair: Stephanie O’Sullivan; Members: Ray A. Rothrock, William J. Madia |
Governance Assessment
- Strengths
- Independent Chair with long tenure and active leadership of executive sessions; independence reaffirmed March 2025.
- Strong attendance culture (all directors ≥75%) and Williams attended the 2024 annual meeting.
- Clear director pay structure with meaningful equity in RSUs; annual RSU vesting aligns incentives, plus anti‑hedging/anti‑pledging safeguards.
- Robust related‑party review policy; no Williams‑related transactions disclosed.
- Committee refresh (handoff of Audit Chair in 2024) and creation of Cyber Risk Committee in 2024 enhance oversight breadth.
- Watch items
- Say‑on‑pay support remained positive but raw For votes were lower in 2025 versus 2024; continued engagement advisable as Centrus executes HALEU/LEU strategy.
- RED FLAGS
- None identified for Williams in disclosed materials (no attendance shortfalls, no related‑party or pledging/hedging issues disclosed).
Notes on independence and committee interlocks: The Board determined Williams is independent; company disclosed no compensation committee interlocks in 2024.