Stanley Kuriyama
MatsonAbout Stanley M. Kuriyama
Retired Chairman and Chief Executive Officer of Alexander & Baldwin, Inc. (NYSE:ALEX); age 71; independent director at Matson since 2016 and currently Lead Independent Director . His background includes prior service as Director and Chairman of Matson Navigation Company, Inc. (“MatNav”) from September 2009 to June 2012, which provides deep knowledge of Matson’s operating markets and operations . Independence status: independent under NYSE rules; lead independent role designated by the independent directors .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Alexander & Baldwin, Inc. (ALEX) | Chairman | Jun 2012 – Sep 2020 | Led real estate and Hawaii-market focused enterprise; brings deep Hawaii market knowledge |
| Alexander & Baldwin, Inc. (ALEX) | Chief Executive Officer | Jan 2010 – Dec 2015 | Senior leadership experience; strategic and operational oversight |
| Alexander & Baldwin, Inc. (ALEX) | Executive Chairman | Jan 2016 – Dec 2016 | Transition leadership role |
| Matson Navigation Company, Inc. (MatNav) | Director and Chairman of the Board | Sep 2009 – Jun 2012 | Pre-separation governance; knowledge of Matson operations |
External Roles
| Organization | Role | Current/Prior | Notes |
|---|---|---|---|
| Alexander & Baldwin, Inc. (ALEX) | Chairman; CEO; Executive Chairman | Prior | No current public company directorship disclosed beyond prior roles at A&B |
Board Governance
- Lead Independent Director; responsibilities include consulting on agendas/information, presiding at executive sessions, liaising between independent directors and the Chair/CEO, and calling meetings of independent directors .
- Committee assignments: none currently (not a member of Audit, Compensation, or Nominating) .
- Independence: Board determined all directors except the CEO are independent under NYSE rules .
- Attendance/engagement: Board held eight meetings in 2024; five executive sessions led by the Lead Independent Director; all directors attended all Board and relevant committee meetings, and all attended the 2024 Annual Meeting .
Fixed Compensation
| Component | Amount | Notes |
|---|---|---|
| Fees Earned or Paid in Cash (2024) | $124,333 | Matson 2024 Director Compensation table |
| All Other Compensation (2024) | $2,581 | Dividend equivalents; reimbursements noted in proxy footnote |
| Total (2024) | $256,932 | Sum of cash, stock awards, other |
Director cash retainer schedule:
- Annual cash retainer: $85,000
- Additional annual cash retainer for Lead Independent Director: $30,000
- Committee retainers (Chair/Member): Audit $24,000/$9,000; Compensation $17,500/$7,500; Nominating $16,000/$6,000
- Excess meeting fees per meeting: Board >7 ($1,500); Audit >6 ($750); Compensation >5 ($750); Nominating >4 ($750) .
Performance Compensation
| Equity Instrument | Grant Value (2024) | Units Outstanding (end of 2024) | Vesting | Options Outstanding |
|---|---|---|---|---|
| Restricted Stock Units (RSUs) | ~$130,000 | 1,185 RSUs | 100% cliff vesting on earlier of grant anniversary or next annual meeting; dividend equivalents payable upon vesting; deferral elections permitted (none elected in 2024) | None; no non-employee director had options outstanding at 2024 year-end |
Notes:
- RSUs are time-based, not performance-conditioned; director equity aligns with shareholder outcomes without separate performance metrics .
Other Directorships & Interlocks
| Entity | Relationship | Governance Note |
|---|---|---|
| Alexander & Baldwin, Inc. (ALEX) | Prior executive leadership (Chairman/CEO) | Shared A&B ties exist on the Matson board (e.g., director Meredith J. Ching is EVP at A&B), but Board independence determinations consider such relationships; all non-management directors deemed independent . |
| Matson Navigation Company, Inc. (MatNav) | Prior Director and Board Chair (pre-separation) | Deep familiarity with Matson’s operations from pre-2012 service . |
Expertise & Qualifications
- In-depth knowledge of Hawaii and Matson’s operating markets; extensive involvement in the Hawaii business community and local organizations .
- Prior leadership of A&B and governance experience at MatNav contribute to board effectiveness and informed oversight .
Equity Ownership
| As of Date | Shares Owned | RSUs Counted as Beneficial (within 60 days) | Total Beneficial | % of Class |
|---|---|---|---|---|
| Feb 21, 2025 | 47,688 | — | 47,688 | <1% (asterisk indicates less than 1% per table) |
Additional alignment policies:
- Director stock ownership guideline: 5× annual cash retainer within five years; all current non-employee directors have met or are on track .
- Hedging and pledging policies: company prohibits hedging and pledging of Company stock by officers and directors .
Governance Assessment
- Board effectiveness: As Lead Independent Director, Kuriyama presides over executive sessions and shapes agendas/information flow, strengthening independent oversight amid a combined Chair/CEO structure . Attendance was perfect in 2024, signaling strong engagement .
- Alignment and incentives: Director pay blends cash retainer with annual RSU grants (~$130k) that vest time-based, promoting ownership without short-term performance distortions; stock ownership guidelines enforce meaningful skin-in-the-game .
- Conflicts and related-party exposure: Historical ties to A&B and concurrent A&B executive on the board (Ching) present potential perceived interlocks; however, the Board conducts independence determinations and maintains a robust related-person transaction approval policy via the Audit Committee, mitigating conflict risk; no specific related-party transactions involving Kuriyama are disclosed .
- Risk indicators: No director options outstanding; policies prohibit hedging/pledging and support clawbacks for senior management; 2024 say-on-pay received >98% approval, indicating positive shareholder sentiment toward compensation governance .
RED FLAGS: None explicitly disclosed for Kuriyama. Potential perception risk around A&B network ties is mitigated by independence determinations and related-party approval policies .