William Madia
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
| Organization | Role | Tenure/Notes | Committees/Impact |
|---|---|---|---|
| Battelle Memorial Institute | Executive 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 Division | Retired 2007 (oversaw management/co-management of six DOE National Labs) | DOE operations, nuclear expertise, large-scale R&D leadership |
| Stanford University | Vice President (retired); Vice President Emeritus | Retired October 2019; remains VP Emeritus | Academic/government research interface |
External Roles
| Organization | Role | Start/Status | Notes |
|---|---|---|---|
| Type 1 Energy Group | Chairman of the Board | Current | Nuclear fusion startup; governance and nuclear industry expertise |
| Madia & Associates, Inc. | President | Current | Executive 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
| Component | 2023 (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 fees | TCRC 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 Award | Grant Date | Number of RSUs | Grant-Date Fair Value | Vesting/Settlement |
|---|---|---|---|---|
| Annual Director RSUs (2023 cycle) | June 20, 2023 | 2,781 | $99,976.95 | Vest 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, 2024 | 3,049 | $129,978.87 | Vest 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, 2025 | Amount |
|---|---|
| Directly owned Class A shares | 7,428 |
| Vested RSUs (settle in shares upon retirement or end of service) | 47,445 |
| Unvested RSUs (vest 6/20/2025) | 3,049 |
| Total beneficial ownership | 57,922 |
| % of Class A outstanding | <1% (based on 16,316,821 Class A shares outstanding) |
| Shares pledged as collateral | Not disclosed |
| Ownership guidelines | Directors 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 .