Yvonne Julian
About Yvonne Julian
Independent director at Park Aerospace Corp. (PKE) since 2021; age 72. Julian spent 36 years at The Dow Chemical Company (retired 2015) in sales and global account leadership, after early laboratory roles at Institute of Gas Technology and McCrone Research Institute. She holds a B.S. in Chemistry (Illinois Institute of Technology) and an MBA in Operations Management (Golden Gate University). Her long chemicals/materials background and prior work with Park as a customer are cited by the board as key credentials.
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| The Dow Chemical Company | Sales roles → Global Account Executive; positions of increasing responsibility | 1979–2015 | Managed Dow’s account with Park; joint strategies/new products with Park |
| Institute of Gas Technology | Laboratory Technician | Not disclosed (prior to Dow) | Technical laboratory work |
| McCrone Research Institute | Laboratory Technician | Not disclosed (prior to Dow) | Technical laboratory work |
External Roles
| Organization | Role | Tenure | Notes |
|---|---|---|---|
| Greenville Center for Creative Arts | Vice President; Executive Leadership Team | Previously served (dates not disclosed) | Non-profit arts leadership |
| Hightowers Petroleum Company | Director | Previously served (dates not disclosed) | Private company board service |
Board Governance
| Attribute | Detail |
|---|---|
| Board seat | Director since 2021 |
| Independence | Determined independent under NYSE rules |
| Committees | Nominating Committee (member); Corporate Governance Committee (member) |
| Chair roles | None (Nominating Chair = Warshaw; Corporate Governance Chair = Blanchfield) |
| Board/committee meetings FY2025 | Board met 3x; Audit 6x; Nominating 1x; Corporate Governance 1x; Compensation 1x; Stock Option 1x; independent directors held 1 executive session |
| Attendance | Each director attended >75% of Board and applicable committee meetings |
| Annual meeting | All directors attended 2024 Annual Meeting (held July 18, 2024) |
Fixed Compensation
| Component | Amount/Policy | Notes |
|---|---|---|
| Annual Board retainer (non-employee director) | $28,000 cash | Standard cash retainer |
| Lead Independent Director fee | +$10,000 | Not applicable to Julian |
| Audit Committee | Members: +$2,000; Chair: +$7,000 | Julian is not on Audit |
| Compensation Committee | Members: +$2,000 | Julian is not on Compensation |
| FY2025 actual to Y. Julian | Fees earned: $26,867; Option awards (grant-date fair value): $11,410; Total: $38,277 | Company does not provide stock awards, non-equity incentives, or deferred comp for directors |
Performance Compensation
| Instrument | Grant Characteristics | Performance Link | Valuation/Terms |
|---|---|---|---|
| Stock options (annual director grant, discretionary) | FY2025 director option awards valued at $11,410 for Julian; options vest 25% at 1 year, then 25% annually; 10-year term | None (no performance metrics; time-vest only) | Black-Scholes; example assumptions for FY2025 grants include risk-free 4.23%, expected vol 28.74%, dividend yield 3.77%; exercise price referenced at $13.26 for FY2025 grants |
The company states it does not use non-equity incentive plans for directors and may grant stock options at the Stock Option Committee’s discretion. Options are granted at or above fair market value and are not coordinated with MNPI releases.
Other Directorships & Interlocks
| Category | Detail |
|---|---|
| Current public company boards | None disclosed besides PKE |
| Prior public company boards | Not disclosed for Julian (Warshaw, not Julian, held prior NN, Inc. directorship) |
| Private/non-profit boards | Greenville Center for Creative Arts (VP/ELT, prior); Hightowers Petroleum Company (director, prior) |
| Interlocks/conflicts | Compensation Committee interlocks: none during FY2025; Julian is not on Compensation Committee |
Expertise & Qualifications
- Industrial materials and chemicals executive with 36-year Dow career; deep commercial and customer strategy experience relevant to aerospace composite materials.
- STEM and operations credentials: B.S. Chemistry (IIT Chicago) and MBA Operations Management (Golden Gate University).
- Prior direct customer engagement with Park enhances board insight into markets/products.
Equity Ownership
| Measure | Value |
|---|---|
| Beneficial ownership (SEC definition) | 14,250 shares via options exercisable within 60 days of June 2, 2025 (<1% of class) |
| Options outstanding (total) | 19,500 shares of Common Stock in outstanding options at FY2025 year-end |
| Shares pledged/related-party | No related-party transactions with Julian in FY2025 disclosed |
| Director ownership guideline | Board guideline: ≥1,000 shares after a reasonable period; all directors elected prior to 2021 satisfy guideline (no statement that Ms. Julian, elected 2021, has satisfied) |
Governance Assessment
- Strengths: Independent director with sector-relevant commercial background; member of Nominating and Corporate Governance Committees that oversee director qualifications, board composition, and governance policies. Attendance exceeded 75%, and all directors attended the 2024 annual meeting, supporting engagement.
- Incentive alignment: Director pay mix includes time-vested stock options; grants are at fair market value and vest over four years, aligning with longer-term share price outcomes without encouraging short-termism. Company indicates no director stock awards or non-equity incentive plans.
- Conflicts/related parties: Company disclosed no transactions with Julian in FY2025; Compensation Committee interlocks indicate none.
- Potential flags to monitor:
- Ownership “skin in the game”: Julian’s beneficial ownership is entirely via exercisable options; no direct share ownership is disclosed. The board’s guideline calls for ≥1,000 shares, but only directors elected prior to 2021 are confirmed to meet it; no statement that Julian (elected 2021) has met the guideline. This may indicate lower direct ownership alignment until shares are acquired.
- Committee influence: Julian is not on Audit or Compensation Committees, which often carry outsized governance influence at small-caps; her impact is concentrated in Nominating and Corporate Governance.
Context: Management reports “high” shareholder support on say‑on‑pay at the July 18, 2024 meeting, suggesting a constructive governance climate, though no percentage was disclosed in the proxy.