Richard A. Hubbell
About Richard A. Hubbell
Richard A. Hubbell, age 80, is Executive Chairman of Marine Products Corporation (MPX) and has served on MPX’s Board since the 2001 spin-off; he was President and CEO from 2001 until May 17, 2022 . He is Executive Chairman of RPC, Inc., and previously served as its President (since 1987) and CEO (since 2003); earlier, he was Executive Vice President of Rollins Communications, and he joined Rollins, Inc. in 1970; he holds a BA in Economics from Westminster College . 2024 performance at MPX reflected industry headwinds: net sales fell to $236.6–$237.0 million (-38% YoY), net income to $17.9 million (-57% YoY), EPS $0.50, EBITDA ~$21.1 million, operating cash flow ~$29.5 million, finishing with over $50 million cash and no debt; total dividends paid were $43.7 million ($1.26/share) including a $0.70 special dividend . The company’s TSR has trailed its peer group modestly over the five-year period ending 2024 .
Past Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| Marine Products Corporation | President & CEO; Director | 2001–May 17, 2022 | Led MPX post-spin-off; established operating discipline and capital return framework (quarterly and special dividends) . |
| Marine Products Corporation | Executive Chairman; Chair, Executive Committee | May 17, 2022–Present | Sets Board agendas; presides over Board and annual meeting; provides strategic oversight . |
| RPC, Inc. | Executive Chairman; formerly President and CEO | Executive Chairman: current; President since 1987; CEO since 2003 | Long-tenured leadership in adjacent industrial company, providing cross-entity oversight synergies . |
| Rollins Communications, Inc. | Executive Vice President | Prior to RPC roles | Media company leadership experience . |
External Roles
| Organization | Role | Years | Notes |
|---|---|---|---|
| RPC, Inc. | Executive Chairman; Director | Current | Dual responsibility with MPX; compensation decisions consider dual roles across MPX and RPC . |
Fixed Compensation
| Metric | 2023 | 2024 | 2025 (effective Jan 1) |
|---|---|---|---|
| Base Salary ($) | $300,000 | $300,000 | $309,000 |
| Target Bonus (% of base) | 70% | 70% | 100% (target set for 2025) |
Performance Compensation
Annual Cash Incentive (2024)
| Metric | Weighting | Threshold | Target | Max | Actual | Payout |
|---|---|---|---|---|---|---|
| EBITDA | 100% | $21.0M (50% of target award) | $28.0M (100%) | $36.4M (200%) | $21.1M (75.4% of target) | $105,000 (50% of target award) |
- 2024 Bonus mechanics: Target award equals 70% of base salary; payout scales 50%–200% of target based on EBITDA achievement; below-threshold pays zero .
Long-Term Equity Incentives
| Award Type | 2024 Grant Detail | Vesting | Performance Metrics | Dividend/Other |
|---|---|---|---|---|
| RSAs | 30,000 shares; grant-date fair value $339,900 | Ratable over 3 years (2024 grants); full vest on change-in-control; voting and dividends; cannot be sold/pledged until vest | ||
| PSUs | Target 7,500 units (threshold 3,750; max 15,000); grant-date FV $92,325 | Cliff vest 12/31/2026; immediate vest at 100% of target on change-in-control, death, or disability; no TSR modifier applied on acceleration | 3-Year Cumulative EPS with threshold (75%) → 50% payout; target (100%) → 100%; max (130%) → 200%; ±20% TSR modifier vs Russell 2000 | Dividend equivalents accrue at target, paid upon vest; forfeited if awards do not vest |
- 2023 grants (for context): RSAs 16,312 shares; PSUs 7,250 target units .
Equity Ownership & Alignment
| Item | Detail |
|---|---|
| Beneficial Ownership | 1,285,456 shares (3.7% of outstanding) |
| Outstanding RSAs (12/31/2024) | 80,762 shares; market value $740,588 (@ $9.17) |
| Outstanding PSUs (12/31/2024) | 16,125 units; market value $147,866 (@ $9.17) |
| Upcoming Vesting (Selected) | RSAs: 30,000 vest by 1/23/2026; 16,312 by 1/24/2027; 15,600 by 1/26/2027; 9,750 by 1/26/2027; 6,500 by 1/28/2026 |
| PSU Vesting Dates | 3,625 on 12/31/2025; 12,500 on 12/31/2026 (at threshold/target assumptions noted) |
| Ownership Guidelines | Executive Chairman required ownership = 4x base salary; 5-year compliance window; must retain ≥20% of future equity awards; unvested RSAs count; PSUs do not until vested |
| Hedging/Pledging | Prohibited for executives and directors (alignment positive) |
Insider selling pressure windows: Significant RSA/PSU vesting dates in late 2025 and early 2026 may create trading windows tied to liquidity needs or tax events; hedging/pledging is prohibited .
Employment Terms
- No employment contracts; no guaranteed severance; bonuses and equity are discretionary within plan frameworks .
- Change-in-control economics: All unvested RSAs and PSUs vest immediately; PSUs vest at 100% of target without TSR adjustment; committee intends PSU treatment mirrors death/disability .
- Clawback: NYSE/SEC-compliant policy to recover erroneously awarded incentive compensation after restatements .
- Perquisites: Eligible for personal use of company aircraft; MPX shares a jointly owned aircraft (255 RC, LLC) with RPC; MPX recognized ~$190k net operating costs in 2024 .
Board Governance
- Role: Executive Chairman; Chair of Executive Committee; sets Board agendas and presides over meetings and annual meeting .
- Committee Roles: Not a member of Audit or HCM & Compensation Committees; Executive Committee Chair .
- Independence: Non-independent; MPX is a “controlled company” under NYSE rules; exemptions applied to committee independence requirements .
- Lead Independent Director: Jerry W. Nix; presides over executive sessions of non-management/independent directors .
- Attendance: All directors met ≥75% meeting attendance in 2024 .
- Governance actions: 2025 management proposals to declassify Board and remove supermajority provisions (66.7%) for director removal and bylaw amendments; controlled group supports passage .
Director Compensation (Hubbell-specific)
- As a company employee, Hubbell receives no additional Board fees or director equity; director pay applies only to non-employee directors .
Compensation & Incentives Summary (Multi-Year)
| Metric | 2022 | 2023 | 2024 |
|---|---|---|---|
| Salary ($) | $394,711 | $300,000 | $300,000 |
| Stock Awards ($) | $296,400 | $382,800 | $432,225 |
| Non-Equity Incentive ($) | $315,000 | $226,800 | $105,000 |
| Total ($) | $1,006,111 | $909,600 | $837,225 |
Performance Compensation Details (Award Mechanics)
| Component | Target | Actual | Vesting |
|---|---|---|---|
| 2024 Annual Cash Incentive | 70% of base ($210,000) | $105,000 (50% of target award) | Paid in 2025 for 2024 performance |
| 2024 RSAs | 30,000 shares; $339,900 FV | N/A | Ratable over 3 years; immediate on CIC |
| 2024 PSUs | 7,500 target (3,750 thr; 15,000 max); $92,325 FV | In progress; above threshold estimated | Cliff 12/31/2026; immediate at target on CIC/death/disability |
Equity Ownership Breakdown
| Category | Shares/Units | Notes |
|---|---|---|
| Direct/Indirect Beneficial Ownership | 1,285,456 | As of 2/28/2025 |
| RSAs Unvested (12/31/2024) | 80,762 | Multiple grants with staggered vesting |
| PSUs Outstanding (12/31/2024) | 16,125 | 3,625 (2023 cycle; vests 12/31/2025); 12,500 (2024 cycle; vests 12/31/2026) |
Compensation Structure Analysis
- Shift toward PSUs: Since 2023, PSUs added to LTIs; 2024 mix was 80% RSAs / 20% PSUs, moving to 75%/25% in 2025, increasing performance linkage and retention through multi-year hurdles .
- Pay-for-performance: 2024 annual incentives paid at 50% of target due to EBITDA near threshold; prior years paid above target (2023: 108%; 2022: 150%), showing responsiveness to operating results .
- No options: Company has not issued options since 2003; all LTIs are RSAs/PSUs, which reduce risk of option repricing and better align dividends and voting rights (RSAs) .
- Consultant usage: Management retained Mercer for market data and design input; no targeted percentile; committee did not retain its own consultant .
Related Party Transactions & Interlocks
- RPC cost-sharing: MPX reimbursed RPC ~$1.1 million for administrative services in 2024 .
- Shared aircraft (255 RC, LLC): MPX recorded ~$190k net operating costs in 2024; both MPX and RPC lease from the JV .
- Controlled group: Rollins family entities collectively own ~69.6% of MPX; influence on Board governance and special meetings (post-charter amendments) is a structural consideration .
Say-on-Pay & Shareholder Feedback
- Say-on-Pay: Substantial majority support at April 2023 meeting; next triennial vote planned for 2026; Committee continues to consider vote outcomes in design .
Risk Indicators & Red Flags
- Alignment positives: Clawback policy; stock ownership requirements; prohibition on hedging/pledging; no tax gross-ups; no employment contracts .
- CIC acceleration: Immediate vesting of RSAs/PSUs on change-in-control can create payout sensitivity to corporate events .
- Controlled-company governance: Exemptions from certain NYSE independence requirements; concentrated voting power may affect director accountability and takeover dynamics .
Investment Implications
- Pay-for-performance responsiveness: 2024 cash incentive paid at 50% of target aligned with EBITDA near threshold, while LTIs continue to emphasize multi-year EPS and relative TSR—supportive of long-term value alignment .
- Insider supply windows: Material RSA tranche vesting in early 2026 and PSU cliffs in late 2025/2026 create potential selling pressure windows; hedging/pledging restrictions mitigate speculative overhang .
- Governance structure: Executive Chairman plus controlled-company status and related-party ties to RPC/aircraft JV elevate governance risk, but presence of a Lead Independent Director and committee independence on Audit/HCM&C partially offsets .
- Retention risk: No employment contracts or severance; retention relies on multi-year vesting and equity ownership guidelines; CIC accelerators raise sensitivity to strategic transactions .