Nathan Miller
About Nathan Miller
Nathan Miller, age 46, was appointed Chief Operating Officer of The LGL Group, Inc. on April 11, 2025. He holds a B.S. in Biomedical, Electrical, and Computer Engineering and a B.A. in Economics (minor in Entrepreneurship & Management) from Johns Hopkins University, and is a Chartered Financial Analyst. His background spans public markets investing and operating roles: Founder/CIO of NGM Asset Management (2012–present), CFO of PMV Consumer Acquisition Corp. (2021–present), Partner/PM at Emles Advisors (2019–2022), and earlier roles at Goldman Sachs, RBC Capital Markets, SAC Capital, and Citadel (2000–2012) . Baseline performance context as he assumes the COO role: FY2024 revenues were $4.292 million vs. $3.678 million in FY2023, net income per diluted share was $0.08 vs. $0.05, and the value of an initial $100 TSR stood at $102.00 in 2024 vs. $104.91 in 2023 .
Past Roles
| Organization | Role | Years | Strategic impact |
|---|---|---|---|
| Goldman Sachs; RBC Capital Markets; SAC Capital; Citadel Investment Group | Various investment/markets roles | 2000–2012 | Institutional markets and investment experience across top-tier firms . |
| Emles Advisors | Partner and Portfolio Manager | 2019–2022 | Led strategies at an asset manager, adding public markets leadership experience . |
External Roles
| Organization | Role | Years | Strategic impact |
|---|---|---|---|
| Morgan Group Holding Co. (MGHL) | Director and Chairman | 2024–present | Governance and strategy leadership at a financial services company . |
| PMV Consumer Acquisition Corp. | Chief Financial Officer | 2021–present | Finance leadership at a SPAC; transaction readiness and capital markets . |
| NGM Asset Management LLC | Founder and Chief Investment Officer | 2012–present | Principal investor/operator; investment strategy and portfolio oversight . |
Fixed Compensation
- Nathan Miller’s specific base salary, target bonus and 2025 pay mix were not disclosed as of the April 30, 2025 proxy; he was appointed COO on April 11, 2025 .
- Company policy: base salaries aim to be competitive for companies of similar size/capitalization/complexity; pay decisions consider experience, performance, and benchmarking .
| Element | Status for Nathan Miller | Company policy/notes |
|---|---|---|
| Base salary | Not disclosed (appointed 4/11/2025) | Designed to be competitive; benchmarking to median of comparable companies . |
| Target/actual annual bonus | Not disclosed | Annual bonuses considered vs. Company budget and individual goals . |
| Benefits | Not disclosed specifically for Miller | Executives receive same medical/life/disability benefits as employees; 401(k) with discretionary Company contributions . |
Performance Compensation
- Vehicles: The 2021 Incentive Plan provides annual and long‑term incentives; Company has not granted stock options since 2019 .
- Metrics: Short‑term company goals include revenue growth, EBITDA, EPS, and ROE; long‑term goals include increasing total market value. Committee may add/modify metrics (e.g., operating income after tax, ROCE, shareholder return) .
- Clawback: A Dodd‑Frank compliant clawback policy requires recoupment of erroneously awarded incentive‑based compensation for current/former executive officers for the prior three completed fiscal years if a restatement is required; no clawback actions in 2024 .
| Incentive type | Metric(s) used by Company | Target/weighting | Payout/vesting details |
|---|---|---|---|
| Annual incentive | Revenue growth, EBITDA, EPS, ROE | Not disclosed | Not disclosed |
| Long‑term incentive | Increase in total market value; potential other measures (e.g., TSR) | Not disclosed | No stock options since 2019; equity awards under 2021 Plan . |
| Clawback applicability | All incentive-based comp for current/former executive officers | N/A | 3-year lookback upon restatement; no actions in 2024 . |
Equity Ownership & Alignment
| Item | Detail |
|---|---|
| Beneficial ownership | Nathan Miller beneficially owned 39,497 LGL common shares as of April 25, 2025 (direct: 30,588; plus UTMA custodial holdings for four minor children totaling 8,909) . |
| % of shares outstanding | Less than 1% (Company table displays “*”) of 5,389,211 shares outstanding as of April 25, 2025 . |
| Vested vs. unvested | No outstanding equity awards for Miller were disclosed at 12/31/2024; only 2023 RSUs for other NEOs appeared in the outstanding awards table . |
| Options | No executive stock options outstanding; Company has not granted options since 2019 . |
| Equity plan capacity | 955,070 shares remained available under the 2021 Incentive Plan at 12/31/2024; 20,118 RSAs outstanding . |
| Hedging/pledging | Company discourages, but does not prohibit, hedging or pledging by insiders . |
| Insider trading policy | Prohibits trading while in possession of MNPI; policy summarized in filings . |
| Section 16 compliance | Company states Section 16(a) reports were timely and correct for 2024 . |
Employment Terms
| Term | Disclosure |
|---|---|
| Start date / role | Appointed Chief Operating Officer on April 11, 2025 . |
| Employment agreement | None (Company disclosure: “Employment Agreements — None.”) . |
| Severance / CIC | Not disclosed (no employment agreements indicated) . |
| Non‑compete / non‑solicit | Not disclosed. |
| Change‑of‑control vesting | Not disclosed. |
| Clawback | Dodd‑Frank compliant clawback policy adopted; applies to executive officers . |
| Related‑party transactions | None for Miller; 8‑K notes no arrangements/understandings, no Item 404(a) transactions . |
Company Performance Context (baseline as Miller assumes COO)
| Metric | FY 2023 | FY 2024 |
|---|---|---|
| Total revenues ($) | 3,678,000 | 4,292,000 |
| Net income per diluted share ($) | 0.05 | 0.08 |
| Cash, cash equivalents and marketable securities ($) | — | 41,602,000 (as of 12/31/2024) |
| Metric | Q1 2024 | Q1 2025 |
|---|---|---|
| Total revenues ($000s) | 888 | 918 |
| Gross margin (%) | 48.0% | 52.4% |
| Net (loss) income to common ($000s) | 21 | (6) |
| Working capital ($000s) | 41,092 (12/31/2023) | 41,807 (3/31/2025) |
| TSR (Value of $100) | 2023 | 2024 |
|---|---|---|
| Cumulative value | 104.91 | 102.00 |
Compensation Governance Signals
| Topic | Disclosure |
|---|---|
| Say‑on‑Pay approval | 96% approval at the 2024 Annual Meeting (reflecting 2024 disclosure) ; prior year 99% at 2023 meeting . |
| Compensation Committee | Independent directors: Manjit Kalha (Chair), Kaan Aslansan, Darlene DeRemer, Herve Francois . |
| Benchmarking / consultant | Benchmarks to median of comparable companies; no external consultant retained in 2024 . |
| Option practices | No stock options granted since 2019 . |
Investment Implications
- Alignment and skin‑in‑the‑game: Miller beneficially owns 39,497 shares (including custodial UTMA accounts), signaling personal capital at risk; however, the position is under 1% of outstanding shares and no executive stock ownership guidelines are disclosed . The Company discourages but does not prohibit hedging or pledging, a governance nuance to monitor for potential misalignment .
- Retention and contract economics: No employment agreements or disclosed severance/CIC protections suggest limited guaranteed payouts; retention likely hinges on role scope, performance upside, and any future equity awards under the 2021 plan (955,070 shares available), reducing shareholder risk of costly separation but potentially elevating retention risk if equity incentives are light .
- Pay-for-performance design: Incentives tie to revenue growth, EBITDA, EPS, ROE (short‑term) and total market value (long‑term), with a Dodd‑Frank clawback in place—constructively linking pay to outcomes; absence of option grants since 2019 reduces high‑beta pay but may lessen upside convexity versus peers .
- Trading and overhang watch‑list: No Form 4 data were disclosed in filings cited here; monitor future Form 4s for any insider buying/selling by Miller (especially around vesting or new grants). Company-wide, warrants and equity plan capacity can influence share dynamics; however, no Miller‑specific vesting overhang was disclosed as of 12/31/2024 .
- Governance backdrop: Strong Say‑on‑Pay support (96%) and independent compensation committee oversight are positives. Related‑party investment activities (e.g., GAMCO) are governed via board policy and committee oversight; Miller’s 8‑K indicates no related‑party transactions for him at appointment .
Net‑net: Miller brings deep capital markets and operating experience to a lean governance/compensation framework that emphasizes performance metrics and maintains clawback protections. Key monitoring items are future equity grant cadence/terms, any hedging/pledging disclosures, and insider trading activity as he ramps execution in PTF and merchant investing platforms .