Øivind Lorentzen
DORIAN LPGAbout Øivind Lorentzen
Øivind Lorentzen, 75, is an independent Class II director of Dorian LPG (LPG) and serves as Chair of the Audit Committee. He has been on the Board since the Company’s inception in July 2013. Lorentzen earned an A.B. from Harvard College and an M.B.A. from Harvard Business School; his career spans senior leadership roles in maritime transportation and ship finance, including prior service as CEO and later Non‑Executive Vice Chair of SEACOR Holdings. The Board designates him an “audit committee financial expert,” reflecting his depth in financial oversight and maritime industry expertise .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| SEACOR Holdings Inc. | Chief Executive Officer; Non‑Executive Vice Chairman | CEO (dates not specified); Non‑Exec VC early 2015–Apr 2021 | Senior leadership/board experience in marine transportation; governance track record at a public company |
| Northern Navigation International, Ltd. | President (investment management & ship-owning focused on specialized marine transport and ship finance) | 1990–Sep 2010 | Maritime and ship finance expertise; long-tenor operating leadership |
| Lorentzen Empreendimentos S.A. (Brazil) | Managing Director; Director (board) | MD 1979–1990; Board through Dec 2005 | Oversight of industrial and shipping operations; emerging-market experience |
| NFC Shipping Funds | Chairman | 2001–2008 | Led a private equity platform in maritime; capital allocation and governance in funds context |
External Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Northern Navigation, LLC | Managing Director | Current | Maritime investment/operations leadership |
| Global Maritime Forum (non‑profit) | Director | Current | Industry-wide agenda setting; stakeholder engagement |
Board Governance
- Classification and tenure: Class II director; in office through the 2027 annual meeting; originally appointed July 2013 and re‑elected at the 2024 annual meeting .
- Independence: The Board determined Lorentzen is independent under NYSE and SEC standards .
- Committee roles: Audit Committee Chair; committee members are Lorentzen (Chair), Ted Kalborg, and Christina Tan. Audit Committee met five times in FY ended Mar 31, 2025; Board met four times, and all directors attended at least 75% of Board/committee meetings during their service period .
- Audit oversight: As Chair, he signed the Audit Committee Report recommending inclusion of audited financials in the 10‑K and selection of Deloitte for FY ending Mar 31, 2026 .
- Financial expertise: The Board determined Lorentzen (and others) meet the “audit committee financial expert” definition .
- Executive sessions and leadership structure: Independent directors hold executive sessions at least twice per year; Lead Independent Director is Malcolm McAvity. The CEO also serves as Chair of the Board, with the Board citing cohesion benefits but retaining flexibility to separate roles .
- Shareholder sentiment signal: 2025 say‑on‑pay passed with 22,773,361 For vs 3,242,848 Against (approx. 87.6% approval based on for/(for+against)); director nominees passed comfortably, indicating broad investor support .
Fixed Compensation
Director pay is equity-heavy with no cash retainer in FY2025, signaling alignment but reducing immediate pay-for-service flexibility.
| Item | FY2025 |
|---|---|
| Standard annual director retainer | $155,000, paid 100% as equity; paid annually in arrears |
| Committee chair equity fee | +$15,000 (Audit/Comp/Nominating chairs) |
| Committee member equity fee (non‑chair) | +$10,000 per committee |
| Ø. Lorentzen – Cash fees | $0 |
| Ø. Lorentzen – Equity awards (grant‑date fair value) | $116,280 (valued at $22.34 per share on Mar 31, 2025) |
| Ø. Lorentzen – Total director compensation | $116,280 |
Notes: The Company granted an aggregate 29,741 shares to non‑executive directors during FY2025 under the 2014 Equity Incentive Plan; director awards are valued and expensed at grant‑date fair market value .
Performance Compensation
Directors receive time‑based equity (no disclosed performance conditions or options for directors in FY2025). The Compensation Committee reviews director compensation annually.
| Feature | Design for Directors | Evidence |
|---|---|---|
| Equity instrument | Stock awards/RSUs; time‑based; paid in arrears | |
| Performance metrics tied to director equity | None disclosed for directors | |
| Options | Not disclosed for directors in FY2025; non‑exec director table shows stock/RSUs only | |
| Plan mechanics | 2014 Equity Incentive Plan authorizes stock/RSUs; change‑in‑control vests all outstanding awards |
Other Directorships & Interlocks
| Company/Organization | Role | Timing | Interlock / Notes |
|---|---|---|---|
| SEACOR Holdings Inc. | CEO; Non‑Executive Vice Chair | CEO (prior years not specified); Non‑Exec VC early 2015–Apr 2021 | Prior public company leadership; no current interlocks disclosed |
| Global Maritime Forum | Director | Current | Non‑profit; industry convening |
- Compensation Committee interlocks: The Company discloses no interlocks for its Compensation Committee; Lorentzen is not a member of that committee .
Expertise & Qualifications
- Education: Harvard College (undergraduate), Harvard Business School (MBA) .
- Domain expertise: Maritime operations, ship finance, and fund management (NFC Shipping Funds); extensive international leadership in shipping .
- Financial oversight: Designated audit committee financial expert; chairs Audit Committee with responsibilities over financial reporting integrity, auditor independence, internal controls, and related‑party transaction review .
Equity Ownership
| Holder | Common Shares Beneficially Owned | Percent of Class | Ownership Detail |
|---|---|---|---|
| Ø. Lorentzen (director) | 130,677 | <1% | 9,192 shares directly; may be deemed to beneficially own 121,485 shares held in a trust where he is a beneficiary and has voting/dispositive power (disclaims beneficial ownership except to extent of pecuniary interest) |
Additional alignment/risk considerations:
- Hedging/pledging: The Company does not currently prohibit hedging; insiders must pre‑clear trades under the insider trading policy. No pledging disclosure for Lorentzen found .
- Ownership guidelines: No director stock ownership guidelines disclosed in the proxy .
Governance Assessment
Key positives
- Independent director with deep maritime and finance credentials; designated “audit committee financial expert.” As Audit Chair, he led auditor oversight and recommended inclusion of FY2025 audited financials, supporting reporting quality .
- Engagement: Audit Committee met five times; Board met four times; all directors met at least the 75% attendance threshold, indicating baseline engagement .
- Pay alignment: Director pay is 100% equity (plus additional equity for chair roles), strengthening shareholder alignment; Lorentzen took $0 cash in FY2025 .
- Shareholder support: Strong outcomes in 2025 shareholder votes (director elections and say‑on‑pay) point to overall investor confidence in governance and pay practices .
Watch‑outs / RED FLAGS
- Combined CEO/Chair structure persists, albeit with a Lead Independent Director and regular executive sessions; some investors may prefer separation for enhanced oversight .
- Hedging policy: No explicit prohibition on hedging by directors; although pre‑clearance is required, the absence of a ban can be viewed as a misalignment risk relative to best practices .
- Section 16 compliance: One late Form 4 filing for Lorentzen in FY2025 was noted (minor process miss but worth monitoring) .
- Related‑party environment: While no related‑party transactions involving Lorentzen are disclosed, the Company’s CEO-related family arrangements and historical management agreements underscore the importance of continued stringent Audit Committee oversight of conflicts processes (which fall under the Audit Committee’s remit) .
Overall, Lorentzen’s long-tenured, independent audit leadership and domain expertise are governance positives for LPG. Strengthening hedging/ownership policies and continuing vigilant conflicts oversight would further bolster investor confidence .