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Michael L. Schmit

Vice President, Chief Financial Officer, Treasurer and Corporate Secretary at MARINE PRODUCTS
Executive

About Michael L. Schmit

Michael L. Schmit has served as Vice President, Chief Financial Officer, Treasurer and Corporate Secretary of Marine Products Corporation (MPX) since May 17, 2022, and concurrently holds the same roles at RPC, Inc. . He previously served as Chief Accounting Officer at Schweitzer-Mauduit International (SWM) since 2019, and held Chief Accounting Officer and Controller roles at Chart Industries in 2018–2019, with earlier finance and risk roles at Georgia-Pacific and audit experience with Ernst & Young in the U.S. and Australia; he holds a B.S. in Business Administration (Accounting) from the University of Nebraska and is a CPA . Company performance during his tenure included FY2024 net sales of $236.6M (-38% YoY), net income of $17.9M (-57% YoY), EBITDA of $21.1M, and continued debt-free status with $43.7M dividends paid, while 2023 EBITDA achieved 103.2% of target; the company’s TSR trailed the Russell 2000 over the four-year period ending 2023 .

Past Roles

OrganizationRoleYearsStrategic impact
Marine Products CorporationVP, CFO, Treasurer & Corporate SecretarySince May 17, 2022Corporate finance leadership; executive officer
RPC, Inc.VP, CFO, Treasurer & Corporate SecretarySince May 17, 2022Corporate finance leadership; dual role with MPX
Schweitzer-Mauduit International (SWM)Chief Accounting OfficerSince 2019Global performance materials company leadership
Chart IndustriesChief Accounting Officer and Controller2018–2019Global clean energy/industrial gas equipment manufacturer
Chart IndustriesCorporate Controller2017Corporate accounting leadership
Georgia-Pacific; Ernst & YoungFinance/risk roles; public accountingPrior yearsFinancial and audit experience (U.S. & Australia)

External Roles

  • No external public-company directorships disclosed in biography sections provided for executive officers .

Fixed Compensation

MetricFY 2022FY 2023FY 2024
Base Salary ($)$93,173 $150,000 $160,000
Target Bonus % of Base70% 70%
Actual Annual Cash Incentive ($)$157,500 (150% of target) $113,400 (108% of target) $56,000 (50% of target)
Total Compensation ($)$421,673 $501,000 $456,120
Stock Awards Grant-date Fair Value ($)$171,000 $237,600 $240,120

Performance Compensation

Annual Incentive Design and Outcomes

YearMetricWeightingThresholdTargetMaximumActualPayout vs Target
2024EBITDA100%$21.0M (75%) $28.0M (100%) $36.4M (130%) $21.1M 50% of Target ($56,000)
2023EBITDA100%$37.5M (75%) $50.0M (100%) $65.0M (130%) $51.6M 108% of Target ($113,400)
2022EBITDA100%$26,250 (Threshold $) $105,000 (Target $) $157,500 (Max $) Committee paid 150% of target $157,500

Long-Term Equity Awards (Grants and Vesting)

AwardGrant DateShares / Target UnitsGrant-date Fair Value ($)Vesting / Performance
RSUs (2023)1/24/202313,500 $237,600 Vests ratably over 4 years; RSUs have voting/dividends; cannot be sold/transferred/pledged until vest
PSUs (2023)1/24/20234,500 target (max 9,000 excl. ±20% TSR modifier) Fair value at target included in stock awards; max fair value $142,560 if max + TSR 3-year performance; cliff vest 12/31/2025; PSU payout subject to relative TSR modifier (±20%)
RSAs (2024)1/23/202416,667 $188,837 Vests ratably over 3 years (2024+ grants)
PSUs (2024)1/23/20244,166 target (max 8,332 excl. ±20% TSR modifier) $51,283 Performance on 3-Year Cumulative EPS (FY2024–FY2026); cliff vest 12/31/2026; TSR modifier ±20%
  • 2024 equity mix: 80% RSAs / 20% PSUs for executives; 2025 awards set at 75% RSAs / 25% PSUs .
  • Company has not issued stock options to executive officers since 2003 and has no plans to do so; no outstanding options for NEOs .

Equity Ownership & Alignment

As-of DateBeneficial Ownership (Shares)Percent of Shares OutstandingRestricted Shares Included
Mar 1, 202441,865 <1% 35,792
Feb 28, 202560,114 <1% 47,382
Unvested/Unearned Awards at 12/31/2023CountMarket/Payout Value
RSUs unvested25,500 $290,700 (at $11.40 close)
PSUs unearned (adjusted to date)4,500 $51,300 (at $11.40 close)
  • RSAs/RSUs cannot be sold, transferred or pledged until vesting; unvested RSAs fully accelerate upon death or change in control .
  • PSUs vest at target upon death, disability or change in control (2023: Committee intends same treatment; 2024: 100% of target, no TSR adjustment) .

Employment Terms

  • No employment agreements guaranteeing continued employment, severance, or compensation; annual cash incentives and equity awards are discretionary under committee oversight .
  • Severance: Company does not have severance agreements with executive officers; change-in-control accelerates all unvested time-lapse restricted stock; PSUs treated per plan/committee intent (2023) or vest at target (2024) .
  • Deferred compensation: Schmit (and other NEOs) has chosen not to participate in the Supplemental Retirement Plan (SRP); SRP allows flexible distributions but currently no participation by the NEOs .

Compensation Committee & Governance

  • Human Capital Management and Compensation Committee: Jerry W. Nix (Chair), Patrick J. Gunning, John F. Wilson .
  • 2024/2025 incentive structure centered on EBITDA for annual cash; PSUs tied to 3-Year Cumulative EPS with relative TSR modifier ±20% against Russell 2000 .

Performance Context (Company-level)

MetricFY 2023FY 2024
Net Sales ($)Prior year baseline$236.6M (-38% YoY)
Net Income ($)Higher than prior years$17.9M (-57% YoY)
EBITDA ($)$51.6M (achieved 103.2% of target) $21.052M (threshold achieved; payout 50% of target)
TSR vs Russell 2000 (4-year)Slightly worse than Russell 2000

Investment Implications

  • Pay-for-performance linkage: Annual bonus tightly linked to EBITDA with clear threshold/target/max and sliding scale; 2024 threshold-level performance resulted in a 50% of target payout ($56k), while 2023 outperformance delivered 108% of target ($113.4k) .
  • Long-term incentives emphasize retention and performance: Majority RSAs/RSUs with time-based vesting (ownership/retention), complemented by PSUs on 3-year cumulative EPS with relative TSR modifier; 2024 mix 80/20 RSAs/PSUs, shifting to 75/25 in 2025 .
  • Insider selling pressure windows: RSUs/RSAs vest ratably (2023 grants over 4 years; 2024+ over 3 years) and PSUs cliff-vest at cycle end (2023 cohort in 2025; 2024 cohort in 2026), creating predictable vesting events that can elevate sell pressure around those dates .
  • Alignment and ownership: Schmit’s beneficial ownership remains <1% (60,114 shares as of Feb 28, 2025, including 47,382 restricted), supporting alignment but with limited “skin in the game” relative to controlling shareholders; RSAs cannot be pledged before vesting .
  • Change-in-control economics: Immediate vesting of unvested RSAs; PSUs vest at target upon death/disability/change-in-control (explicitly at target without TSR adjustment for 2024 awards), creating potential event-driven value realization despite short-term performance variability .
  • Governance note: No severance agreements and no executive stock options since 2003 reduce shareholder-unfriendly risk (e.g., repricing risk), while committee oversight and explicit performance frameworks support disciplined incentive governance .