Ronald De Feo
About Ronald M. De Feo
Ronald M. De Feo, age 73, has served as an independent director of Myers Industries since 2018 and is Chair of the Compensation and Management Development (CMD) Committee. He is a founding partner of Nonantum Capital Partners, and previously served as President, CEO, and Executive Chairman of Kennametal Inc.; he was also CEO of Terex Corporation, with earlier leadership roles at Case, Tenneco, and Procter & Gamble .
Past Roles
| Organization | Role | Tenure (proxy disclosed) | Committees/Impact |
|---|---|---|---|
| Kennametal Inc. (NYSE: KMT) | President, CEO, Executive Chairman | Not specified in proxy | Led public industrial manufacturer |
| Terex Corporation (NYSE: TEX) | Chief Executive Officer | Not specified in proxy | Led global equipment manufacturer |
| Case Corporation; Tenneco Inc.; Procter & Gamble | Marketing and leadership positions | Not specified in proxy | Operational and marketing experience |
External Roles
| Organization | Role | Nature | Notes |
|---|---|---|---|
| Nonantum Capital Partners portfolio: Helix LLC | Director | Private (traffic management) | Affiliated with Nonantum portfolio |
| DLL (Rabobank subsidiary) | Supervisory Board | Financial services | Leasing/finance; non-U.S. public |
| Iona College | Trustee | Non-profit | Governance role |
| ProVest LLC (Nonantum portfolio) | Former Director | Legal services | Former role; Nonantum affiliation |
Board Governance
- Independence: The Board determined all non-management directors, including De Feo, are independent under NYSE standards; all committee members are independent, with additional independence criteria met for Audit and CMD Committees .
- Committee assignments: Chair, Compensation and Management Development Committee (CMD); not a member of Audit or Governance .
- Attendance and engagement: In 2024, the Board held 6 meetings and committees held 5 (Audit), 8 (CMD), and 4 (Governance); all directors attended at least 75% of Board and committee meetings; executive sessions held at every Board and committee meeting .
- Governance practices: Independent Board Chair, proxy access, over-boarding policy (max 5 boards for non-CEOs), stock ownership guidelines, anti-hedging/pledging policy, annual evaluations, and robust shareholder outreach; ISS top grade for governance matters referenced .
- Say-on-pay signal: 99% support at 2024 annual meeting .
Fixed Compensation (Non-Employee Director – 2024)
| Component | Detail | Value |
|---|---|---|
| Annual cash retainer | Standard non-employee director retainer | $100,000 |
| Committee chair fee | CMD Committee Chair supplement | $12,500 |
| Cash total | Fees earned or paid in cash | $112,500 |
| Equity award | RSUs granted May 9, 2024 (service-based; vest at 2025 annual meeting; directors may elect DSUs to defer to exit) | $77,939; 4,534 RSUs |
| Total 2024 compensation | Cash + equity | $190,439 |
Program design: Annual cash retainer plus equity-based award targeted at $100,000 using a 20-day average price; supplemental retainers for committee/Board chairs; directors may elect stock units; no meeting fees disclosed .
Performance Compensation
- No performance-linked pay elements for directors; RSUs are service-based and vest at the following annual meeting .
Other Directorships & Interlocks
| Company | Public/Private | Role | Potential MYE interlock |
|---|---|---|---|
| Kennametal Inc. (NYSE: KMT) | Public | Former Executive Chairman & Director | None disclosed |
| Terex Corporation (NYSE: TEX) | Public | Former Chairman & Director | None disclosed |
| Helix LLC (Nonantum portfolio) | Private | Director | No related-party transactions in FY2024 |
| ProVest LLC (Nonantum portfolio) | Private | Former Director | No related-party transactions in FY2024 |
| DLL (Rabobank) | Private | Supervisory Board | None disclosed |
- Related-party transactions: The proxy states the Board prefers to avoid related-party transactions; none occurred in FY2024 .
Expertise & Qualifications
- 20+ years senior industrial management; extensive public/private board experience; M&A, governance, brand/marketing expertise .
- Board-level compensation oversight experience as CMD Committee Chair; committee utilizes independent advisor Semler Brossy (no conflicts; sole engagement) .
Equity Ownership
| Holder | Shares Beneficially Owned | % of Shares Outstanding |
|---|---|---|
| Ronald M. De Feo | 59,788 | <1% (asterisk indicates less than 1%) |
- Ownership guidelines: Non-employee directors are expected to hold 5x the annual cash Board retainer; 5-year compliance window; anti-hedging and anti-pledging policy applies .
- Section 16 compliance: Security ownership disclosed in proxy; compliance section present in table of contents .
Insider Trades
| Filing | Period of Report | Filed | Summary |
|---|---|---|---|
| Form 4 (MYE) | 2025-05-05 | 2025-05-07 | Statement of changes in beneficial ownership for Ronald M. De Feo; refer to SEC filing for transaction specifics |
Governance Assessment
-
Positives
- Independent director with deep operating and public-company leadership; chairs CMD Committee with robust process and independent advisor (Semler Brossy) .
- Strong governance posture: independent chair; executive sessions; stock ownership guidelines; anti-hedging/pledging; proxy access; annual evaluations; top ISS governance grade cited; 99% Say-on-Pay support .
- Board activity: 6 Board and 17 committee meetings; all directors ≥75% attendance .
-
Potential conflicts and mitigants
- Affiliation with Nonantum portfolio companies (Helix, ProVest) indicates PE ties; however, proxy reports no related-party transactions in FY2024 and board reviews potential conflicts via Governance and Audit processes .
- Over-boarding risk addressed by policy limiting non-CEO directors to five public boards; current proxy discloses no active public company boards for De Feo (prior KMT/TEX roles) .
-
Alignment signals
- Equity-based director compensation and ownership guidelines; beneficial ownership disclosed; company prohibits hedging/pledging .
- Board reports multiple directors purchased MYE shares in open market following CEO appointment, indicating confidence (names not specified) .