Kenneth C. Bockhorst
Mirion TechnologiesAbout Kenneth C. Bockhorst
Kenneth C. Bockhorst, age 52, has served on Mirion’s Board since October 2021 and is the Board’s Lead Independent Director; he is independent under NYSE rules and a member of the Audit Committee and the Nominating & Corporate Governance Committee . He is Chairman, President, and CEO of Badger Meter, having joined as COO in October 2017, promoted to President in April 2018, CEO in 2019, and Chairman in 2020; he holds an MBA from the University of Wisconsin–Madison and a BA from Marian University in Operations Management, Marketing, and Human Resources .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Badger Meter, Inc. | Chairman | 2020–present | Public-company board leadership |
| Badger Meter, Inc. | Chief Executive Officer | 2019–present | Strategic/operational leadership |
| Badger Meter, Inc. | President | Apr 2018–present | Scaling operations |
| Badger Meter, Inc. | Chief Operating Officer | Oct 2017–Apr 2018 | Operations optimization |
| Actuant (Enerpac Tool Group) | Executive Vice President, Energy segment | ~6 years prior to 2017 | Diversified industrial operations |
| IDEX; Eaton | Product management and operational leadership roles | Prior to Actuant | Industrial operations experience |
External Roles
| Organization | Role | Sector | Notes |
|---|---|---|---|
| Badger Meter, Inc. | Chairman, President & CEO | Industrial/Smart water | Current public-company leadership |
Interlock signal: Badger Meter is included in Mirion’s compensation peer group used for benchmarking (added in the September 2023 peer set), which merits monitoring for perceived benchmarking conflicts; Bockhorst is not a member of Mirion’s Compensation Committee, which reduces direct influence risk .
Board Governance
- Lead Independent Director responsibilities include leading executive sessions of independent directors, liaising between Chair/CEO and independent directors, reviewing and approving Board agendas, and presiding when the Chair is absent; removal/replacement is by majority vote of independent directors .
- Independence: 7 of 8 directors (including Bockhorst) are independent under SEC/NYSE standards; independent directors meet in executive session at each regular Board meeting .
- Committee memberships (2024): Audit (Etzel, Bockhorst, Markopoulos, Rege; Etzel Chair) – 8 meetings; Compensation (Cascella, Etzel, Kingsley, Kuo, Rege; Cascella Chair) – 6 meetings; Nominating & Corporate Governance (Kuo, Bockhorst, Cascella, Kingsley, Markopoulos; Kuo Chair) – 3 meetings .
- Attendance/engagement: The Board met 7 times in 2024; each director attended at least 75% of Board and committee meetings, and all directors attended the 2024 annual meeting .
- Risk oversight: Audit Committee oversees financial reporting, ERM, cybersecurity, AI risks, and related-party transactions; Board receives periodic operating reviews . Mirion initiated a formal ERM program in 2024 with management/Internal Audit updates to the Board .
Fixed Compensation
| Component | Amount (USD) | Notes |
|---|---|---|
| Annual Board Service Retainer | $76,500 | Paid quarterly; directors may elect to take retainers fully in stock (no mixed cash/stock) |
| Lead Independent Director Retainer | $30,000 | Increased from $25,000 effective June 4, 2024 |
| Committee Chair Fees | $20,000 (Audit); $15,000 (Comp); $12,500 (Nom/Gov) | Bockhorst is not a committee chair |
| 2024 Fees Earned (Bockhorst) | $104,000 | Includes board and LID fees; prorated after mid-2024 plan changes |
Performance Compensation
| Equity Award | Grant Value | Vesting | Outstanding RSUs at 12/31/2024 |
|---|---|---|---|
| Annual RSU grant (non-employee directors) | $140,000 | Vests quarterly; fully vested by first anniversary or next annual meeting, subject to service | 6,750 (Bockhorst) |
- Election-in-stock: Directors can elect to receive quarterly retainers entirely in Mirion Class A shares; in 2024, Bockhorst elected stock in Q1–Q2 and cash thereafter . Company recorded director stock-based compensation for payments in lieu of cash in 2025 YTD ($0.1m) and 2024 YTD ($0.3m) .
Director Compensation (2024 actual)
| Name | Cash Fees ($) | Stock Awards ($) | Total ($) |
|---|---|---|---|
| Kenneth C. Bockhorst | 104,000 | 140,000 | 244,000 |
Other Directorships & Interlocks
| Company | Relationship to Mirion | Potential Signal |
|---|---|---|
| Badger Meter, Inc. | Included in Mirion’s compensation peer group (Sept 2023 peer set) | Monitor for perceived benchmarking conflicts; Bockhorst not on Mirion’s Compensation Committee |
Expertise & Qualifications
- Diversified industrial operations and supply chain expertise from leadership roles at Badger Meter, Actuant/Enerpac, IDEX, Eaton .
- Public-company leadership and board experience (Chairman at Badger Meter) .
- Education: MBA (UW–Madison), BA (Marian University) .
- Audit Committee service; Board values financial literacy for audit members .
Equity Ownership
| Holder | Class A Shares | % of Class A | RSUs Outstanding | Hedging/Pledging Status |
|---|---|---|---|---|
| Kenneth C. Bockhorst | 68,203 | <1% | 6,750 | Company prohibits hedging/pledging; as of record date, no pledges by officers/directors |
- Stock Ownership Policy (alignment): Non-employee directors must hold shares equal to 5x annual cash retainer; participants have five years to comply; all participants are currently in compliance; net shares from vesting must be retained until compliant .
Governance Assessment
- Strengths:
- Lead Independent Director role with clear responsibilities strengthens independent oversight when Chair/CEO roles are combined .
- Active committee work and robust meeting cadence (Audit: 8; Comp: 6; Nom/Gov: 3) reflect engagement; Board met 7 times in 2024; all directors attended the annual meeting .
- Prohibitions on hedging/pledging and formal Stock Ownership Policy (5x retainer for directors) support alignment; all participants compliant .
- Adoption of ERM and expanded Audit Committee oversight (cybersecurity and AI) enhances risk governance .
- Watch items / potential conflicts:
- Compensation peer group includes Badger Meter, where Bockhorst is Chairman/CEO; while he is not on Mirion’s Compensation Committee, the appearance of benchmarking interlock should be monitored .
- Compensation consultant WTW also provided insurance brokerage services to Mirion ($298,906) alongside comp advisory ($165,506); the committee determined no conflict, but dual-service relationships warrant ongoing diligence .
- Alignment signals:
- Bockhorst was a signatory to the September 2025 offering lock-up, aligning with long-term shareholder interests during capital raising (offering priced at $21.35 per share; firm shares 17,309,846; option 2,596,476) .
- Director equity grants are time-based and vest quarterly, maintaining exposure to share performance .
Say-on-pay context: 2024 say-on-pay received ~93% support, indicating broad investor approval of the company’s compensation framework (relevant to overall governance sentiment) .