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William J. Nance

Director at ComstockComstock
Board

About William J. Nance

William J. Nance, age 81, has served on Comstock Inc.’s Board since October 2005. He is an independent director, currently Chair of the Nominating & Governance Committee and the Executive & Strategic Planning Committee, and serves on the Audit & Finance (designated audit committee financial expert) and Compensation Committees. He is President & CEO of Century Plaza Printers, a retired CPA (Kenneth Leventhal & Co., 1970–1976; REITs/M&A/real estate focus), and holds a BBA from California State University, Los Angeles; he is also a U.S. Air Force veteran (1962–1966) .

Past Roles

OrganizationRoleTenureCommittees/Impact
Century Plaza Printers, Inc.President & CEO; founder1979–presentOperates printing business; real estate consulting expertise
Kenneth Leventhal & Co.CPA (REITs, restructurings, M&A, real estate finance)1970–1976Deep financial/real estate transaction experience
Real estate consultingConsultant in acquisition/disposition of commercial real estateNot disclosedTransaction advisory

External Roles

OrganizationRoleTenureNotes
InterGroup CorporationDirectorSince 1984Current public directorship
Santa Fe Financial CorporationDirectorSince May 1996Current public directorship
Portsmouth Square, Inc.DirectorSince May 1996Current public directorship

No Comstock-related party transactions disclosed involving these entities in 2023–2024 .

Board Governance

  • Independence: The Board determined Mr. Nance is “independent” under NYSE American standards and SEC Rule 10A‑3 .
  • Committee assignments:
    • Audit & Finance Committee (member; designated “audit committee financial expert”) .
    • Compensation Committee (member) .
    • Nominating & Governance Committee (Chair; members Nance, Marting, Salinas) .
    • Executive & Strategic Planning Committee (Chair; members Nance, Marting, Drozdoff) .
  • Attendance: In 2024, the Board and committees held 13 meetings; directors attended 100% of Board and committee meetings, and all directors attended the 2024 Annual Meeting .
  • Board structure context: CEO also serves as Executive Chairman; the Board views the combined role as appropriate at this time and reviews governance structure periodically .

Fixed Compensation

Director compensation structure and Mr. Nance’s 2024 compensation:

ItemAmountNotes
Annual independent director fees (program terms)$160,000Payable in cash or shares; plus chair/committee meeting fees; each independent director also receives an additional annual cash payment of $60,000; Committee Chairs receive an additional $20,000 annually
Fees earned or paid in cash – Nance (2024)$200,000Includes $40,000 in committee chair fees
Stock awards – Nance (2024)$47,700Recognized from prior grant vesting (see Performance Compensation)
Total – Nance (2024)$247,700Sum of cash and stock awards

Performance Compensation

Time-vested equity granted to independent directors (2020 Equity Incentive Plan):

GrantSharesGrant ValueVesting
Director equity (12/2020)13,500$143,100 (total)4,500 shares vesting on 1/1/2022, 1/1/2023, and 1/1/2024
  • Structure: The 2020 director grant was time-based (no performance metrics disclosed for director awards). As of 2024, no new director grants were outstanding; 2024 recognized expense reflects prior grants vesting .

Other Directorships & Interlocks

CompanyRolePotential Interlock/Conflict
InterGroup CorporationDirectorNo related-party transactions with Comstock disclosed in 2023–2024
Santa Fe Financial CorporationDirectorNo related-party transactions with Comstock disclosed in 2023–2024
Portsmouth Square, Inc.DirectorNo related-party transactions with Comstock disclosed in 2023–2024

Expertise & Qualifications

  • Retired CPA with REITs/restructurings/M&A/real estate finance background (Kenneth Leventhal & Co.) .
  • Designated Audit Committee Financial Expert (SEC definition) .
  • Extensive public company board experience (since 1984 across several issuers) .
  • Education: BBA, California State University, Los Angeles; U.S. Air Force veteran .

Equity Ownership

Beneficial ownership as of March 25, 2025:

HolderShares% of OutstandingAs-of Date
William J. Nance23,2000.1%March 25, 2025
  • Company policy prohibits directors, officers, and employees from hedging or short selling Comstock securities, supporting alignment with shareholders .

Governance Assessment

  • Strengths:
    • Multi-committee leadership (Chair: Nominating & Governance; Executive & Strategic Planning) and Audit & Finance membership with “audit committee financial expert” designation enhance oversight capability .
    • Independence affirmed; perfect attendance for Board/committees in 2024; attendance at the annual meeting .
    • No related-party transactions disclosed involving Mr. Nance in 2023–2024 .
  • Considerations:
    • Long tenure (director since 2005) can raise perceptions about independence/refreshment even though the Board deems him independent .
    • Combined CEO/Chair structure may concentrate authority; while the Board asserts this is appropriate now, investors often prefer robust independent counterweights—Nance’s committee chair roles partially address this .

RED FLAGS: None disclosed specific to Mr. Nance (no related-party transactions, no Section 16(a) delinquencies attributed; full meeting attendance) .