Amit Singhi
About Amit Singhi
Amit Singhi, age 59, was appointed to Quanex Building Products’ Board on August 12, 2024 and is standing for re‑election at the February 27, 2025 annual meeting; he is an independent, non‑employee director designated as meeting NYSE independence standards and Rule 16b‑3 non‑employee criteria . He is currently CFO of Humanetics and previously served as CFO of FLIR Systems, COO/CFO of Piston Group, and held senior finance roles at Ford; he holds an MBA in Finance & Corporate Strategy and an MS in Electrical Engineering Systems from the University of Michigan, and a B.Tech. in Electrical Engineering from IIT Bombay .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Humanetics | Chief Financial Officer | 2020–present | Senior financial leadership for global industrial tech group |
| Piston Group | Chief Operating & Financial Officer | 2017–2020 | Led operating and financial matters at $3B automotive supplier |
| FLIR Systems (now part of Teledyne) | Chief Financial Officer | 2015–2017 | Led Finance and IT; public company CFO experience |
| Ford Motor Company | Finance leadership positions across functions | 1994–2015 | Broad finance, product development, supply chain expertise |
External Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| None disclosed | — | — | No other public company board roles disclosed for Mr. Singhi |
Board Governance
- Committees: Member, Audit Committee (current members: Hughes, Shah, Singhi; Chair Stevens); Member, Nominating & Corporate Governance Committee (all directors except the CEO serve; Chair Davis) .
- Independence: Board determined Mr. Singhi has no material relationship with the Company and satisfies NYSE independence requirements; also meets “non‑employee director” definition under Rule 16b‑3 .
- Attendance: All directors who served on the Audit Committee attended all meetings during their respective appointment periods .
- Election/tenure: Appointed August 12, 2024 to serve until the next annual meeting; nominated for a one‑year term expiring at the 2026 annual meeting .
Fixed Compensation
| Component | NX Policy | Amount/Status for FY2024 |
|---|---|---|
| Annual Cash Retainer | $70,000 per year, paid quarterly; eligible for deferral under DC Plan | Earned $11,676 (partial year from Aug 12, 2024) |
| Committee Member Retainer | $10,000/year each for Audit, Compensation & Management Development, and Nominating & Corporate Governance | Included in total cash fees above (partial‑year accrual) |
| Committee Chair Fees | Audit Chair $20,000; Compensation Chair $15,000; Nominating & Corporate Governance Chair $15,000 (paid in lieu of member retainer) | Not applicable (Mr. Singhi is not a chair) |
| Lead Director Fee | $25,000/year | Not applicable (role held by another director) |
| RSU Annual Retainer | $105,000 equivalent value; vests immediately; deferral mechanics tied to director stock ownership guidelines | Pro‑rated initial RSU grant $22,131 on Aug 12, 2024; total FY2024 RSU reported $22,131 |
| Expense Reimbursement | Reimbursed for meeting attendance expenses | Standard policy applies |
FY2024 Director Compensation (reported totals):
| Name | Fees Earned or Paid in Cash ($) | RSU Awards ($) | All Other Compensation ($) | Total ($) |
|---|---|---|---|---|
| Amit Singhi | 11,676 | 22,131 | 59 | 33,866 |
Performance Compensation
- Non‑employee director equity is time‑based RSUs only; there are no performance‑conditioned awards or metrics for directors (NX uses performance metrics for executive AIA and LTI, not for director pay) .
- Initial director RSU grants are pro‑rated on appointment, vest immediately, and settle upon separation or change in control; annual RSU retainers are granted on the first business day of each fiscal year with deferral based on stock ownership guideline compliance .
Other Directorships & Interlocks
| Company | Role | Committee Roles | Potential Interlock/Conflict |
|---|---|---|---|
| None disclosed beyond NX | — | — | Company and Nominating & Corporate Governance Committee determined no related person transactions occurred and upheld independence determinations |
Expertise & Qualifications
| Credential | Detail |
|---|---|
| Education | MBA (Finance & Corporate Strategy), MS (Electrical Engineering Systems) – University of Michigan; B.Tech. (Electrical Engineering) – IIT Bombay |
| Functional Expertise | Accounting/finance (CFO), manufacturing/operations, engineering, IT; corporate governance experience from public‑company CFO roles |
| Board Skills Matrix | NX’s matrix denotes Mr. Singhi’s top skills include Accounting/CFO/Audit Committee experience, Strategy, Operations/Manufacturing, Risk Management, International expertise |
Equity Ownership
| Category (as of record/period) | Shares/Units | Notes |
|---|---|---|
| RSUs outstanding (Oct 31, 2024) | 733 units | Pro‑rated grant on Aug 12, 2024; vests immediately; settlement per policy |
| Beneficial ownership (Jan 8, 2025 record date) | 4,263 RSUs | Reflects additional FY2025 annual RSU retainer recognized as stock units outstanding; no common shares or options reported for Mr. Singhi |
| Pledged shares | 0 (none pledged) | |
| Hedging/pledging policy | Company prohibits hedging and pledging by directors; insider trading policy in place |
Governance Assessment
- Strengths: Independent status; immediate integration onto Audit Committee as an “audit committee financial expert”; full Audit attendance; governance policies prohibit hedging/pledging; no related‑party transactions; director equity structured as time‑based RSUs aligned with long‑term service .
- Compensation alignment: Non‑employee director pay mix is modest cash with equity retainer; FY2024 pro‑rated totals reflect partial‑year service; deferral mechanisms support ownership alignment and long‑term focus .
- Potential conflicts/risks: None disclosed; 8‑K confirms no Item 404(a) related‑party transactions since Nov 1, 2022; independence affirmed by Board .
- Committee effectiveness: Audit charter covers ERM, data privacy, cybersecurity, legal/ethics/compliance oversight; Singhi’s finance and operational background is additive for post‑acquisition integration and synergy tracking through Audit and Governance committees .
RED FLAGS: None identified in filings regarding attendance shortfalls, related‑party transactions, hedging/pledging, or anomalous director pay practices for Mr. Singhi .