Archie Black
About Archie Black
Archie C. Black, age 63, has served as an independent director of Proto Labs (PRLB) since March 2016 and was Chairman of the Board from May 2020 to May 2023. He is the former CEO of SPS Commerce (2001–October 2023) and served as Executive Chair of SPS’s board from October 2023 to May 2024; earlier roles include SVP/CFO at Investment Advisors, Inc. and three years at PricewaterhouseCoopers. Current public company board: Graco, Inc.; years on the PRLB board: 9. Core credentials emphasize management, financial, and operational experience from transforming a tech startup into a global public company .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Proto Labs, Inc. | Chairman of the Board | May 2020 – May 2023 | Led the board; governance stewardship during transition periods |
| SPS Commerce, Inc. | Chief Executive Officer | 2001 – Oct 2023 | Scaled SaaS supply-chain company to global business; public-company operating depth |
| SPS Commerce, Inc. | Executive Chair & Director | Executive Chair: Oct 2023 – May 2024; Director: 2001 – May 2024 | Oversight and strategy; stepped down May 2024 |
| Investment Advisors, Inc. | SVP & Chief Financial Officer | Prior to SPS (dates not specified) | Finance leadership |
| PricewaterhouseCoopers | Various roles (3 years) | Prior to Investment Advisors | Early career in audit/consulting |
External Roles
| Organization | Role | Tenure | Committees/Role Detail |
|---|---|---|---|
| Graco, Inc. | Director | Current | Current U.S. public company board membership |
| SPS Commerce, Inc. | Executive Chair; Director (prior) | Executive Chair: Oct 2023 – May 2024; Director: 2001 – May 2024 | Prior public board; ceased May 2024 |
Board Governance
- Committee assignments: Compensation & Talent Committee (member) and Nominating & Governance Committee (member). Committee chairs: Moonhie Chin (Compensation & Talent), Sujeet Chand (Nominating & Governance); Audit Chair: Sven A. Wehrwein .
- Independence and attendance: Listed as independent; each then-serving director attended at least 75% of board and committee meetings in 2024. Board held four in-person and eight videoconference meetings; four meetings had executive sessions of independent directors; seven of eight directors attended the 2024 annual meeting .
- Interlocks/conflicts: Compensation committee states no interlocks affecting executive compensation determinations. Related-person transactions: none since beginning of 2024 per policy .
- Governance highlights include majority voting standard, annual elections, proxy access, and separate Chair/CEO roles .
Fixed Compensation
A non-employee director compensation framework consists of cash retainers and annual equity grants (RSUs or DSUs at the director’s election).
| Metric | FY 2023 | FY 2024 |
|---|---|---|
| Fees Earned or Paid in Cash ($) | 87,956 | 60,000 |
| Stock Awards ($) | 145,000 | 145,026 |
| Total ($) | 232,956 | 205,026 |
Director program detail:
- Annual cash retainer $50,000; committee chair retainers: Audit $20,000, Compensation & Talent $15,000, Nominating & Governance $10,000; committee member retainers: Audit $8,000, Compensation & Talent $6,000, Nominating & Governance $4,000; additional annual cash retainer for Chairman $80,000 (role no longer held by Black post-May 2023). Meeting fees generally none, discretionary if meetings exceed thresholds .
Performance Compensation
- Non-employee director equity is time-based RSUs/DSUs vesting in full on the earlier of the first anniversary of grant or the next annual meeting; no director performance metrics apply to equity vesting .
- Company-level most important performance measures used for Compensation Actually Paid (executive context): Revenue in Constant Currency, 3-Year Cumulative TSR vs. Russell 2000 Growth, Adjusted Operating Income (non-GAAP) . Note: These are not tied to director compensation.
| Component | FY 2023 | FY 2024 |
|---|---|---|
| Equity Award Type (election) | DSUs or RSUs; time-based vesting | DSUs or RSUs; time-based vesting |
| DSUs outstanding at FY-end (shares) | 4,513 (unvested) | 4,701 (unvested) |
Other Directorships & Interlocks
| Company | Relationship to PRLB Director | Status/Timing | Interlock Notes |
|---|---|---|---|
| Graco, Inc. | Archie C. Black (Director) | Current | External board; industrial sector exposure |
| SPS Commerce, Inc. | Archie C. Black (prior Executive Chair/Director) | Ended May 2024 | Prior overlap with PRLB Audit Chair Sven A. Wehrwein (currently SPS director). No comp committee interlocks affecting PRLB per proxy |
Expertise & Qualifications
- Deep public-company leadership (CEO tenure), finance and operations; strategy/M&A experience; sales/marketing and technology exposure by background; global experience consistent with PRLB’s operations .
- Board skills matrix shows Black aligned with Finance, Operational, Public Company Leadership, Strategy & M&A, Global Experience attributes .
Equity Ownership
| Item | Detail |
|---|---|
| Beneficial ownership (shares) | 22,279; less than 1% of 23,770,640 shares outstanding as of Mar 25, 2025 |
| DSUs included | 4,701 DSUs vest on May 20, 2025; settled after separation from PRLB board |
| Options | None outstanding |
| Ownership guidelines | 5× annual board retainer; all non-significant-shareholder directors met guidelines as of Dec 31, 2024 |
| Pledging/related party | No pledging disclosed; no related-person transactions since beginning of 2024 |
Governance Assessment
- Strengths: Independent status; broad CEO-level operating experience; prior PRLB Chair tenure; current committee engagement (Compensation & Talent; Nominating & Governance); equity-aligned compensation and compliance with 5× retainer ownership guideline .
- Watch items: Prior SPS Commerce interlock with PRLB Audit Chair (Wehrwein) suggests historical network connectivity; however, Black ended SPS board service in May 2024 and PRLB discloses no compensation interlocks or related-party transactions affecting independent judgment .
- Attendance and engagement: Board met 12 times in 2024; directors met ≥75% attendance; independent director executive sessions held at four meetings, supporting independent oversight .
RED FLAGS: None disclosed in proxy for related-party transactions, compensation interlocks, or pledging; director compensation appears standard with equity-heavy mix and time-based vesting .