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William Madia

Director at CENTRUS ENERGYCENTRUS ENERGY
Board

About William J. Madia

Dr. William J. Madia, age 77, has served on the Centrus Energy (LEU) Board since 2008. He holds a Ph.D. in nuclear chemistry and brings deep science, DOE laboratory management, and executive leadership experience. He is Chairman of the Board of Type 1 Energy Group (fusion startup), President of Madia & Associates, and Vice President Emeritus at Stanford (retired October 2019) . The Board currently does not consider him independent due to paid services as “capture manager” for DOE HALEU RFP responses; the Board intends to revisit his independence in August 2025 .

Past Roles

OrganizationRoleTenure/NotesCommittees/Impact
Battelle Memorial InstituteExecutive Vice President, Laboratory Operations; also roles including President & CEO of UT‑Battelle, Laboratory Director at Pacific Northwest & Oak Ridge National Laboratories; President & Director of Battelle Columbus Labs; CVP & GM, Project Management DivisionRetired 2007 (oversaw management/co-management of six DOE National Labs) DOE operations, nuclear expertise, large-scale R&D leadership
Stanford UniversityVice President (retired); Vice President EmeritusRetired October 2019; remains VP Emeritus Academic/government research interface

External Roles

OrganizationRoleStart/StatusNotes
Type 1 Energy GroupChairman of the BoardCurrentNuclear fusion startup; governance and nuclear industry expertise
Madia & Associates, Inc.PresidentCurrentExecutive consulting firm

Board Governance

  • Current LEU board/committee roles (as of April 25, 2025): Executive Committee (member); Technology, Competition & Regulatory Committee (Chair); Cyber Risk Committee (member) .
  • Committee activity: TCRC held 4 meetings in 2024; Executive Committee held no meetings in 2024; the Cyber Risk Committee was formed in Dec 2024 and held its first meeting in March 2025 .
  • Independence: Not independent due to paid “capture manager” services (one-time equity award of $388,000 in 2022; additional RFP-related services in 2023/2024 for which consideration, if any, is not anticipated to equal or exceed $120,000); Board to revisit independence August 2025 .
  • Attendance: The Board met 12 times in 2024; all directors attended at least 75% of Board and applicable committee meetings; all directors except Mr. Rothrock attended the 2024 annual meeting .
  • Board structure: Independent Chairman (Mikel H. Williams) and standard executive sessions of non‑management directors .

Fixed Compensation

Component2023 (FY, paid in 2023–2024 cycle)2024 (FY, paid in 2024–2025 cycle)
Board annual cash retainer$72,000 (structure) $72,000 (structure)
Committee membership retainers$10,000 per committee; no retainer for Executive Committee $10,000 per committee; no retainer for Executive Committee
Committee chair feesTCRC Chair: $50,000; Audit Chair: $15,000; CN&G Chair: $15,000 TCRC Chair: $50,000; Audit Chair: $15,000; CN&G Chair: $15,000; Cyber Risk Chair: $15,000
Actual fees earned (cash) – Madia$142,000 $142,000

Notes:

  • Madia’s 2024 fees align with: Board retainer ($72k) + TCRC Chair fee ($50k) + committee membership retainers (e.g., TCRC $10k, Cyber Risk $10k) with no retainer for Executive Committee, summing to the $142k reported .

Performance Compensation

Equity AwardGrant DateNumber of RSUsGrant-Date Fair ValueVesting/Settlement
Annual Director RSUs (2023 cycle)June 20, 20232,781$99,976.95Vest on earlier of June 20, 2024 or date of 2024 annual meeting (accelerated on retirement/death/disability/change in control)
Annual Director RSUs (2024 cycle)June 20, 20243,049$129,978.87Vest and settle on June 20, 2025
  • No stock options or performance-conditioned equity for non-employee directors is disclosed; director equity consists of time‑based RSUs on the disclosed schedule .
  • Company maintains a clawback provision in the 2014 Plan requiring repayment of awards in certain circumstances (plan-level recovery policy) .

Other Directorships & Interlocks

  • Other current public company directorships for Madia: None disclosed in the 2025 proxy biography/board nominee materials .
  • Compensation committee interlocks: The company disclosed no CN&G Committee interlocks for 2024; Madia was not a CN&G member .

Expertise & Qualifications

  • Ph.D. in nuclear chemistry; extensive nuclear/DOE experience including leadership of operations across six DOE National Labs; executive and management experience (Battelle, UT‑Battelle; PNNL; ORNL) .
  • Current roles in advanced nuclear/fusion (Type 1 Energy) and consulting (Madia & Associates) enhance technical oversight and industry network .

Equity Ownership

As of April 21, 2025Amount
Directly owned Class A shares7,428
Vested RSUs (settle in shares upon retirement or end of service)47,445
Unvested RSUs (vest 6/20/2025)3,049
Total beneficial ownership57,922
% of Class A outstanding<1% (based on 16,316,821 Class A shares outstanding)
Shares pledged as collateralNot disclosed
Ownership guidelinesDirectors expected to hold stock worth ≥3x annual cash retainer; must retain at least 50% of shares from post‑2021 awards until guideline met

Footnote reference: For Madia, beneficial ownership includes the 3,049 RSUs vesting June 20, 2025; 47,445 vested RSUs (to settle upon retirement/end of service); and 7,428 shares of Class A common stock .

Governance Assessment

Strengths

  • Deep nuclear/DOE credentials and laboratory operations leadership; brings critical technology and regulatory insight directly relevant to LEU’s HALEU strategy .
  • High engagement indicators: Chaired TCRC (4 meetings in 2024) and serves on Cyber Risk Committee (formed 12/2024; first meeting 3/2025); Board met 12 times in 2024 with ≥75% attendance across directors .
  • Director equity grants align interests with shareholders; stock ownership guidelines require meaningful ownership (3x cash retainer) and retention of shares until compliance .

Risk indicators / RED FLAGS

  • Independence: Not currently independent due to paid “capture manager” services tied to DOE HALEU RFPs; one‑time $388,000 equity award in 2022 and additional services in 2023/2024 (consideration, if any, not anticipated to equal/exceed $120,000). Board will revisit independence in August 2025. This is a related‑party exposure requiring continued oversight and clear recusal where applicable .
  • Executive Committee membership confers authority to act between meetings, requiring vigilant conflict management given the related‑party context .

Compensation mix and trend

  • 2023 director pay: $142,000 cash; $99,976.95 RSUs (total $241,976.95) .
  • 2024 director pay: $142,000 cash; $129,978.87 RSUs (total $271,978.87). Equity portion increased YoY per higher annual RSU value adopted for the 2024–2025 term .

Related-party controls

  • LEU has a related-person transaction policy administered by the CN&G Committee (and/or full Board at Chairman’s direction), requiring advance approval/ratification and recusal; the Madia capture‑manager engagement was reviewed under this framework .

Committee coverage and risk oversight

  • As TCRC Chair, Madia oversees technology, regulatory, competition, IP protection, and operational readiness; as Cyber Risk Committee member, he contributes to cybersecurity oversight and incident preparedness; both committees coordinate cross‑discipline risk oversight with the Board and AFC .