Richard J. Hendrix
About Richard J. Hendrix
Richard J. Hendrix (age 59) is an independent Class III director of Navitas whose current term expires at the 2027 annual meeting; he has served on the board since October 2021, became Chair of the Board on April 23, 2025 under an agreement with director Ranbir Singh and SiCPower, LLC, and is designated the board’s “audit committee financial expert.” He chairs the Audit Committee and serves on the Compensation Committee; he is an Operating Executive at Crestview Advisors (since 2017) and a director at Danimer Scientific, Inc.; he holds a B.S. in Finance from Miami University .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Live Oak Acquisition Corp. II (SPAC) → Navitas | CEO and director pre-Business Combination | Aug 2020–Oct 2021 | Led SPAC combination that created Navitas public listing |
| Live Oak Acquisition Corp. (SPAC) | Officer and director | Jan 2020–Dec 2020 | Business combination with Meredian/Danimer Scientific |
| Live Oak Mobility Acquisition Corp. (SPAC) | CEO and director | Jan 2021–Mar 2023 | Company redeemed all public shares Mar 2023 |
| Live Oak Crestview Climate Acquisition Corp. (SPAC) | CEO and director | Feb 2021–Nov 2023 | Company redeemed shares in 2023 |
| FBR & Co. | CEO (Chairman 2012–2017) | CEO 2009–2017; various roles 1999–2008 | Led capital markets firm until its sale in 2017 |
| PNC Capital Markets | Managing Director, headed ABS business | Prior to FBR tenure | Structured finance leadership |
External Roles
| Organization | Role | Tenure | Notes |
|---|---|---|---|
| Crestview Advisors | Operating Executive | 2017–present | Middle-market private equity firm |
| Danimer Scientific, Inc. | Director | Current | Public company directorship (continuing) |
| Live Oak Sponsor Partners II, LLC | Managing Member | Current | Holds 1,263,000 NVTS Sponsor Earnout Shares subject to vesting; Hendrix may be deemed a beneficial owner |
Board Governance
- Independence and leadership: Board determined all current directors other than the CEO are independent; on April 23, 2025, the board appointed Hendrix (independent) as Chair pursuant to an agreement with Ranbir Singh and SiCPower, LLC .
- Committees: Audit Committee (Chair; financial expert) and Compensation Committee (member); Governance & Sustainability Committee not listed for Hendrix .
- Executive Steering Committee: Formed April 23, 2025 under the Singh/SiCPower agreement; chaired by Ranbir Singh with Hendrix and David Moxam as members to oversee capital allocation, expense management, senior hiring and succession recommendations .
- Attendance and cadence: In FY2024 the board met 11 times, Audit 8, Compensation 5, Governance & Sustainability 2; each director attended at least 75% of aggregate board and committee meetings; board regularly holds independent director sessions without management .
- Trading policies: Company prohibits directors from hedging, short sales, and trading in derivatives on company securities; trading blackouts and 10b5-1 plan guidance apply .
Fixed Compensation
| Year | Cash Fees ($) | Equity Awards ($) | Vehicle / Grant Details | Total ($) |
|---|---|---|---|---|
| 2024 | 72,500 | 140,000 | 31,460 RSUs granted June 7, 2024; vest in full immediately prior to the 2025 annual meeting (or one year from grant if meeting timing varies) | 212,500 |
| 2024 Fee Components | Director retainer $45,000; Audit chair $20,000 (2x member rate); Compensation member $7,500; no meeting fees |
Notes: RSUs are granted annually to non-employee directors at $140,000 grant-date fair value and vest at the next annual meeting, subject to continued service .
Performance Compensation
| Performance-Based Elements for Directors | Status |
|---|---|
| Performance-linked equity (RSUs/PSUs) | Not disclosed for non-employee directors; annual RSUs vest time-based at the next annual meeting |
Other Directorships & Interlocks
| Company/Entity | Type | Role | Interlock/Conflict Note |
|---|---|---|---|
| Danimer Scientific, Inc. | Public | Director | None disclosed with NVTS customers/suppliers |
| Live Oak Sponsor Partners II, LLC | Private/SPAC sponsor | Managing Member | Holds 1,263,000 NVTS Sponsor Earnout Shares that vest on NVTS share-price targets; Hendrix may be deemed beneficial owner—potential perceived conflict given board role |
Expertise & Qualifications
- Audit committee financial expert (SEC-defined), based on extensive finance, investment and advisory background .
- Capital markets and leadership: Former CEO/Chairman of FBR & Co.; structured finance leadership at PNC; multiple SPAC leadership roles; Operating Executive at Crestview Advisors .
- Education: B.S. in Finance, Miami University .
Equity Ownership
| Holder | Form of Ownership | Shares | % Outstanding |
|---|---|---|---|
| Richard J. Hendrix (includes Live Oak Sponsor) | Direct and indirect | 1,726,255 (includes 1,263,000 held by Live Oak Sponsor Partners II, LLC) | <1% (asterisked in proxy) |
Notes: The proxy states none of the listed persons hold options or RSUs exercisable/convertible within 60 days of March 31, 2025; Hendrix’s line reflects beneficial ownership rules including Live Oak Sponsor holdings due to his managing member status . The proxy discloses pledging arrangements for the CEO’s shares but does not disclose any pledging for Hendrix .
Governance Assessment
- Strengths: Independent Chair with audit financial expert designation; chairs Audit and serves on Compensation—supports board oversight and integrity of financial reporting . Annual Say‑on‑Pay support was strong in 2024 (96,268,610 For vs. 2,653,244 Against), indicating investor alignment with compensation practices at that time . Policies prohibit hedging/short sales, and the company has a clawback policy, aligning incentives with shareholders .
- Risks/Watch items: Hendrix is a managing member of Live Oak Sponsor, which holds 1,263,000 NVTS Sponsor Earnout Shares that vest on NVTS share‑price milestones through October 19, 2026—creates a potential perceived conflict given his board leadership role; transparency is provided via related‑party disclosures . The April 23, 2025 agreement with Ranbir Singh/SiCPower, LLC led to board leadership changes and formation of an Executive Steering Committee including Singh; while the board deems Hendrix independent, investors may monitor the influence of a significant holder affiliate on governance .
- Engagement and attendance: Each director met at least the 75% attendance threshold; board and committee cadence appears active, with regular executive sessions for independent directors—supports effective oversight .