Robert McCormick
About Robert L. McCormick
Robert L. McCormick, 64, is an independent director of Mayville Engineering Company (MEC) and has served on the Board since December 2022. He retired from Douglas Dynamics in 2024 after roles as CFO (2004–2017), COO (2017–2019), and CEO and Director (2019–July 2024). McCormick holds a B.S. in Accounting from the University of Wisconsin–Whitewater (1982) and received his CPA certificate in 1984; the Board has designated him an “audit committee financial expert.”
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Douglas Dynamics, Inc. | Vice President & CFO and Treasurer | 2004–2017 | Senior finance leadership at a public manufacturing company |
| Douglas Dynamics, Inc. | Chief Operating Officer | 2017–2019 | Operations leadership |
| Douglas Dynamics, Inc. | President & CEO; Director | 2019–July 2024 | Led strategy and execution as CEO; Board service |
| Xymox Technology Inc. | President & CEO | 2001–2004 | Executive leadership |
| Newell Rubbermaid Corp. | President; VP Group Controller | 2000–2001; 1997–2000 | General management and corporate finance roles |
External Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| The Parenting Network (nonprofit) | Director | Since 2017 | Community engagement/board service |
Board Governance
- Committee assignments: Audit Committee member and Compensation Committee member (not chair) .
- Expertise: The Board determined all Audit Committee members, including McCormick, qualify as “audit committee financial experts” and meet NYSE expertise requirements .
- Independence: The Board determined all non-employee directors are independent under NYSE standards and MEC’s independence guidelines .
- Attendance and engagement: The Board met 4 times in 2024; each director attended at least 75% of Board and relevant committee meetings. All directors then serving attended the 2024 annual meeting. Independent directors meet in executive session at each regularly scheduled Board meeting .
- Board leadership: Independent, non-executive Chair (Timothy L. Christen) since July 2022; roles of CEO and Chair separated to strengthen oversight .
| Committee | Role | Chair? | Meetings in 2024 |
|---|---|---|---|
| Audit | Member | No | 4 |
| Compensation | Member | No | 3 |
Fixed Compensation (Director)
- Structure: Non-employee directors receive a $40,000 annual cash retainer, plus additional chair retainers (Audit $15,000; Compensation $12,000; Nominating & Corporate Governance $10,000), and an annual RSU grant targeted at $125,000 grant-date value; the non-executive Chair additionally receives $35,000 cash and $25,000 RSUs .
- Vesting and deferral: Director RSUs generally vest on the first anniversary of grant (or next annual meeting, if earlier). Directors may elect to defer RSU settlement .
| 2024 Director Compensation (USD) | Amount |
|---|---|
| Fees Earned or Paid in Cash | $40,000 |
| Stock Awards (RSUs grant-date fair value) | $125,010 |
| Total | $165,010 |
Performance Compensation (Director)
- MEC does not disclose performance-based compensation elements for non-employee directors; director equity grants are time-based RSUs with one-year vesting (no PSUs or options) .
| Performance-Based Component | Metric/Terms | Status |
|---|---|---|
| Director equity tied to performance | N/A | Not used (RSUs time-based) |
Other Directorships & Interlocks
| Company | Role | Tenure | Interlock/Notes |
|---|---|---|---|
| Douglas Dynamics, Inc. | Director | 2019–2024 | Douglas Dynamics is included in MEC’s 2024 Executive Compensation Peer Group; McCormick serves on MEC’s Compensation Committee (perception risk mitigated by use of independent consultant Pearl Meyer) . |
- Compensation consultant: Pearl Meyer retained by MEC’s Compensation Committee in 2024; MEC states no conflicts of interest .
Expertise & Qualifications
- Financial expertise: CPA; designated “audit committee financial expert” .
- Manufacturing leadership: 40+ years across finance and operations; former public-company CFO/COO/CEO .
- Education: B.S. Accounting, University of Wisconsin–Whitewater (1982); CPA certificate (1984) .
- Board fit: Aligns with Board’s desired technical skills including executive leadership, manufacturing operations, public-company governance; Board also values technology expertise including AI (Board-level skills matrix) .
Equity Ownership
- Beneficial ownership: 18,747 shares; percent of shares outstanding denoted “*” (<1%) per MEC table; shares outstanding 20,419,823 as of Feb 21, 2025 .
- RSU status: 9,026 director RSUs outstanding as of Dec 31, 2024; RSUs that could be received within 60 days counted toward beneficial ownership .
- Hedging/pledging: MEC policy prohibits directors from hedging, holding MEC stock in margin accounts, or pledging MEC stock as collateral .
| Item | Amount/Status |
|---|---|
| Shares Beneficially Owned | 18,747 |
| Ownership % of Outstanding | <1% (“*” per table) |
| Unvested RSUs Outstanding (12/31/2024) | 9,026 |
| RSUs that could be received within 60 days | 9,026 (included in director RSU disclosure) |
| Shares Pledged | Prohibited by policy |
Governance Assessment
- Strengths: Independent status; dual committee service (Audit and Compensation) with “audit committee financial expert” designation enhances oversight of financial reporting and pay governance . Attendance at or above MEC’s 75% threshold and participation in executive sessions supports effective board engagement . Director equity via RSUs fosters alignment; hedging/pledging prohibitions reduce misalignment risk .
- Watch items: Prior CEO/Director role at Douglas Dynamics—now retired—while Douglas Dynamics is in MEC’s compensation peer group and McCormick sits on MEC’s Compensation Committee; mitigated by independent consultant and formal independence determinations, but still a potential perception risk around pay benchmarking interlocks .
- Conflicts/related-party transactions: MEC disclosed no related-person transactions in 2024; Audit Committee oversees any related-party reviews .
- Board structure: Independent, non-executive Chair and regular executive sessions increase accountability and independence from management .