Peter G. Leemputte
About Peter G. Leemputte
Independent director of MasterCraft Boat Holdings, Inc. since 2016; age 68. Former CFO and Treasurer of Keurig Green Mountain, EVP/CFO of Mead Johnson Nutrition, and SVP/CFO of Brunswick Corporation, bringing deep finance, accounting, and marine industry expertise. Education: B.S. in Chemical Engineering (Washington University in St. Louis) and M.B.A. in Finance (University of Chicago School of Business). Current board committee roles: Audit Committee member and Chair of the Compensation and Human Capital Committee; designated Audit Committee Financial Expert by the Board .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Keurig Green Mountain, Inc. | Chief Financial Officer and Treasurer | Not disclosed | Senior finance leadership for a consumer products leader |
| Mead Johnson Nutrition Company | Executive Vice President & CFO | Not disclosed | Global infant/children’s nutrition finance leadership |
| Brunswick Corporation | Senior Vice President & CFO | Not disclosed | Marine products; industry-relevant finance leadership |
| Chicago Title, Mercer Management Consulting, Armco Inc., FMC Corporation, BP | Various management positions | Not disclosed | Broad operational/finance experience |
External Roles
| Organization | Role | Type | Status |
|---|---|---|---|
| Ecogensus LLC | Director | Private company | Current |
| Other public companies | Director (names not specified) | Public | Previously served |
Board Governance
- Independence: Board affirmed Leemputte is independent under NASDAQ rules; also independent for Audit Committee purposes; qualifies as Audit Committee Financial Expert .
- Committee assignments (FY2025): Audit Committee member; Compensation & Human Capital Committee Chair. Audit met 9 times, CHC met 6 times; Nominating & Corporate Governance met 4 times; Strategy met 3 times .
- Attendance: Board held 4 official meetings; all directors attended at least 92% of Board and committee meetings during FY2025 .
- Executive sessions: Independent directors met in executive session nine times in FY2025 .
- CHC interlocks: No compensation committee interlocks; none of the CHC members, including Leemputte, were officers of the Company; no insider participation or interlocks reported in FY2025 .
- Committee reports: Signed CHC Committee report as Chair; Audit Committee report lists Leemputte among members recommending inclusion of audited financials in FY2025 Form 10-K .
Fixed Compensation
| Metric | FY2024 | FY2025 |
|---|---|---|
| Base Board Cash Retainer ($) | 70,000 (policy) | 70,000 (policy) |
| Committee Cash Retainers ($) | Audit member: 10,000; CHC chair: 10,000 (policy) | Audit member: 10,000; CHC chair: 10,000 (policy) |
| Fees Earned or Paid in Cash ($) – Leemputte | 97,500 | 97,500 |
| Other ($) – Boat usage imputed income | 538 | 1,597 |
| Total ($) – Leemputte | 188,038 | 189,097 |
Notes:
- Chair of the Board retainer is separate and not applicable to Leemputte; policy notes a $65,000 annual Chair retainer effective with appointment of the Chair in 2024 .
- Directors may elect to receive retainers in stock in lieu of cash .
Performance Compensation
| Equity Award Feature | FY2024 | FY2025 |
|---|---|---|
| Annual Restricted Stock Award grant-date fair value ($) | 90,000 | 90,000 |
| Vesting | Generally vests after one year of continued service; prorated for changes; accelerated upon change of control | Same terms: one-year vesting; prorated; change-of-control acceleration |
| Performance metrics (director awards) | None disclosed; time-based restricted stock | None disclosed; time-based restricted stock |
Other Directorships & Interlocks
| Category | Detail |
|---|---|
| Current public company directorships | None disclosed for Leemputte (only private Ecogensus LLC disclosed) |
| Prior public company boards | Previously served on boards of public companies (names not specified) |
| CHC Interlocks | None; no insider participation or cross-directorships involving company executives in FY2025 |
Expertise & Qualifications
- Significant financial and accounting expertise across multiple public companies; marine industry experience; leadership skills .
- Audit Committee Financial Expert designation; financially literate per Board assessment .
- Technical education grounding in engineering and finance enhances oversight of operational and financial controls .
Equity Ownership
| Metric | Value |
|---|---|
| Shares beneficially owned (as of Sept. 2, 2025) | 32,811 |
| Percent of shares outstanding | <1% (based on 16,293,758 shares outstanding) |
| Hedging/Pledging | Prohibited by policy; none of the directors or executive officers hold stock subject to a hedge or pledge |
| Director ownership guideline | Encourages holding shares equal to 4x annual cash retainer (exclusive of committee retainers); most directors have achieved threshold, with two short-tenure exceptions |
Governance Assessment
- Strengths: Independent director since 2016 with deep CFO experience in marine and consumer sectors; Audit Committee Financial Expert; CHC Chairship supports pay-for-performance oversight; strong attendance; robust policies (clawback compliant with Rule 10D-1; prohibitions on hedging/pledging; director ownership guideline) .
- Compensation mix: Stable year-over-year (cash $97.5k, equity $90k; low perquisite imputed income via boat usage), suggesting balanced alignment without excessive guaranteed pay .
- Shareholder signals: Strong 2024 say-on-pay approval (96.9%) indicates investor confidence in compensation governance framework overseen by CHC Committee chaired by Leemputte .
- Committee effectiveness: Documented CHC and Audit reports; risk oversight and executive sessions indicate active independent board engagement .
RED FLAGS
- No director hedging/pledging; no CHC interlocks; no tax gross-ups; change-of-control acceleration applies to time-based director RSUs per policy—common but investors should monitor potential equity acceleration terms .
- Related-party transactions: Board maintains a formal review/approval policy via Audit Committee; no specific related-party transactions involving Leemputte disclosed in the proxy sections reviewed .
Appendix: Committee Roles Summary (FY2025)
| Committee | Role | Meetings (FY2025) |
|---|---|---|
| Audit | Member; Financial Expert designation | 9 |
| Compensation & Human Capital | Chair | 6 |
Notes on Policies Affecting Investor Confidence
- Clawback policy applies to performance-based compensation for employees and directors; Nasdaq-compliant under SEC Rule 10D-1 .
- Insider trading policy with pre-clearance; blackout restrictions; 10b5-1 compliance emphasized .
- Majority vote standard with director resignation policy enhances accountability .
- Director compensation cap: aggregate annual cash+equity ≤ $500,000 per non-employee director, encouraging moderation .