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Ronald Keating

Director at EnproEnpro
Board

About Ronald C. Keating

Independent director at Enpro Inc. (NPO) since 2023; age 56. Currently President & CEO of Excelitas Technologies Corp. (since Oct 2023); previously President & CEO of Evoqua Water Technologies Corp. (2014–2023). Education: MBA, Kellogg School of Management, Northwestern University; BS in Industrial Distribution, Texas A&M University. Core credentials: 15+ years as CEO, deep operating and M&A experience, governance, finance/audit/risk/cybersecurity expertise, and knowledge of Enpro’s end markets .

Past Roles

OrganizationRoleTenureCommittees/Impact
Excelitas Technologies Corp.President & CEO; DirectorOct 2023–presentIndustrial technology/photonic solutions leadership; operating, strategy, M&A, risk and cybersecurity oversight
Evoqua Water Technologies Corp.President & CEO; DirectorDec 2014–Sep 2023Led NYSE-listed global water solutions firm; extensive senior management and operating experience
Contech Engineered Solutions LLCChairman, President & CEOMay 2008–Nov 2014Infrastructure products leadership; strategy and operations
Contech Engineered Solutions LLCPresident & COOAug 2007–May 2008Senior operating leadership
Kennametal Inc.; Ingersoll-Rand Inc.Senior leadership rolesPrior to 2007Manufacturing/operations experience

External Roles

CompanyRoleTenureNotes
Evoqua Water Technologies Corp.DirectorWithin last five yearsNYSE-listed; prior board seat
US Ecology, Inc.DirectorWithin last five yearsPrior public company board seat

Board Governance

  • Committee assignments: Audit & Risk Management (member), Compensation & Human Resources (member), Nominating & Corporate Governance (member). Chairs: Audit—John Humphrey; Compensation—Thomas M. Botts; Nominating—Judith A. Reinsdorf .
  • Independence: Board determined all nominees other than the CEO are independent; Keating is independent .
  • Attendance: Board met 4 times in 2024; each director attended at least 75% of board and committee meetings during their service period. All director nominees then serving attended the 2024 annual meeting .
  • Board leadership: Independent Chairman (David L. Hauser) acts as lead independent; independent directors meet regularly in executive sessions without management .
  • Ownership and conduct policies: Directors must reach ≥5x cash retainer in stock within 5 years; anti-hedging and anti-pledging policies apply; all directors/officers certified Code of Conduct compliance in Q1 2025 .
  • Shareholder engagement & say-on-pay: 2024 say-on-pay approved by ~94.6%; active outreach with governance feedback incorporated by the Compensation Committee .

Fixed Compensation

Component (2024)AmountDetail
Annual cash retainer$100,000Keating deferred $100,000 into stock account, credited with 619 stock units under the director deferred plan
Annual equity grant (stock/phantom)$132,423Standard award of 803 shares or phantom shares valued at closing price on 2/15/2024; directors may elect phantom shares
All other compNo other 2024 director-specific cash comps for Keating disclosed
Total$232,423Sum of fees and stock awards

Notes: Non-employee directors also receive additional cash fees only if they chair committees (Audit $20k; Compensation $15k; Nominating $10k) or serve as Board Chair ($100k). Keating is not a chair .

Performance Compensation

  • For directors, annual equity is time-based (fully-vested shares or phantom shares) and/or deferred stock units; no performance-conditioned metrics are tied to director compensation. Phantom shares receive dividend equivalents; deferred stock accounts accrue units based on fair market value; payouts occur at/after board service end per plan terms .

Other Directorships & Interlocks

ItemDetail
Prior public company boardsEvoqua Water Technologies Corp.; US Ecology, Inc.
Committee interlockKeating serves on Enpro’s Compensation Committee while serving as Excelitas CEO
Commercial relationshipExcelitas is a customer of Enpro’s Alluxa division; 2024 transactions ≈$423,000 on standard commercial terms; Board concluded not material and not a material relationship for independence

Expertise & Qualifications

  • Senior leadership (CEO), manufacturing/operations, M&A/business development, corporate governance, finance/audit/risk/cybersecurity, and experience across Enpro’s end markets .

Equity Ownership

Ownership itemQuantityNotes
Beneficially owned shares2,283Includes shares acquirable within 60 days under phantom share awards payable in shares upon board service end
Director stock units (deferred plan)1,199 unitsDeferred from cash fees; paid in shares upon cessation of service
Phantom shares1,598Phantom share holdings including dividend equivalents, to be settled in shares of common stock
Percent of class<1%Individual ownership; directors and executive officers as a group 1.5%

Policies: No hedging or pledging of Enpro stock by directors is permitted; directors must reach ≥5x cash retainer in stock within five years; as of Feb 13, 2025, all directors with ≥5 years tenure complied (Keating joined in 2023) .

Governance Assessment

  • Board effectiveness: Keating brings current operator perspective (Excelitas CEO) and prior public-company CEO experience (Evoqua), strengthening Audit/Compensation/Nominating oversight and risk governance, consistent with Enpro’s practice that all independent directors serve on all committees except Executive Committee .
  • Independence and engagement: Determined independent; met attendance thresholds; participates in committees with independent chair structures; robust shareholder engagement and strong say-on-pay outcomes support investor confidence .
  • Alignment and incentives: Director pay mix (cash + equity) with meaningful stock ownership guidelines and widespread use of deferrals/phantom shares promotes alignment; anti-hedging/pledging and clawback policies enhance governance rigor .
  • Related-party exposure: Excelitas-Alluxa customer relationship (~$423k in 2024) is small, on standard terms, reviewed by the board, and deemed immaterial; nevertheless, continued monitoring is prudent given Keating’s Compensation Committee role .

Red flags and mitigants:

  • RED FLAG (potential conflict): Excelitas customer transactions while Keating serves on Compensation Committee; mitigated by immaterial size (~$423k), standard terms, and explicit board independence determination .
  • No pledging/hedging; no Section 16(a) delinquencies in 2024; robust clawback framework (Dodd-Frank policy) with recent restatement review resulting in no recovery required .