Glenn A. Culpepper
Quest Resource HoldingAbout Glenn A. Culpepper
Independent director of Quest Resource Holding Corporation since July 2021; age 69 as of the 2025 proxy. Former CFO and senior finance executive with 30+ years across environmental services, construction materials, and mining, including Republic Services (EVP & CFO, 2013–2014), Summit Materials (CFO, 2010–2012), CRH plc (principal financial officer and board member; 21-year tenure overall, including 13 years as CFO of Oldcastle Materials), and Newmont Mining (SVP, 2015–2016). QRHC’s Board identifies him as an audit committee financial expert; he is considered independent under Nasdaq and SEC rules. Tenure at QRHC: July 2021–present; Class I director up for election in 2025.
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Republic Services, Inc. | EVP & Chief Financial Officer | Jan 2013 – Aug 2014 | Senior finance leadership at a large US solid waste services company |
| Summit Materials, Inc. | Chief Financial Officer | Jul 2010 – Dec 2012 | CFO of aggregates and construction materials leader |
| CRH plc | Principal Financial Officer; Board Member | 2 years within 21-year tenure | Corporate board member; principal financial officer; extensive North America CFO experience (Oldcastle Materials CFO for 13 years) |
| Oldcastle Materials, Inc. (CRH North America) | Chief Financial Officer | 13 years | Oversight of North American operations finance |
| Newmont Mining Corp | Senior Vice President | Feb 2015 – Jun 2016 | Senior executive at global gold miner |
| Price Waterhouse | Audit, Tax, M&A roles | Early career | Progressive finance roles |
External Roles
- None current public company directorships disclosed in QRHC’s proxy for Culpepper.
Board Governance
- Independence: Board determined Culpepper is independent under Nasdaq and SEC standards.
- Committee leadership: Audit Committee Chair; qualifies as an “audit committee financial expert.”
- Committee memberships: Audit (Chair), Compensation, Financing (no additional fee for Financing). Transitioned off Strategic Planning Committee by 2025 (was on in 2024).
- Classification: Class I director; term expired at 2025 Annual Meeting.
- Attendance: No director attended fewer than 75% of combined board and committee meetings in FY2024; all directors attended the 2024 Annual Meeting.
- Executive sessions: Independent directors meet in regular executive sessions; Chair presides.
| Committee | 2024 Role | 2025 Role |
|---|---|---|
| Audit | Member (appointed incoming Chair after 2024 Annual Meeting) | Chair; financial expert |
| Compensation | Member | Member |
| Strategic Planning | Member | Not a member |
| Financing | Not disclosed in 2024 | Member |
Fixed Compensation
Policy and actual director compensation indicate mix of cash retainer, committee fees, and equity grants (RSUs/DSUs). Financing Committee has no additional fees.
| Year | Fees Earned (Cash) | Equity Awards (Grant-Date Fair Value) | Total |
|---|---|---|---|
| 2023 | $44,317 | $74,997 (RSUs; 10,176 shares granted Aug 2023) | $119,314 |
| 2024 | $56,444 | $78,744 (RSUs; 10,409 shares granted Aug 2024) | $135,188 |
Cash fees policy (FY2024): annual retainer $42,000; Audit Chair $15,750; non-Chair Audit member $7,875; Compensation Chair $10,500; non-Chair Compensation member $5,250; Nominating Chair $7,875; non-Chair Nominating $3,938; Strategic Planning Chair $10,500; non-Chair Strategic Planning $5,250; Financing Committee chair/members $0.
Performance Compensation
Director equity is primarily time-based RSUs; no director performance metrics disclosed. Historical equity awards:
| Grant | Shares | Grant Date | Fair Value | Vesting |
|---|---|---|---|---|
| RSU (annual) | 10,176 | Aug 2023 | $74,997 | 1-year; vested Aug 16, 2024 |
| RSU (annual) | 10,409 | Aug 2024 | $78,744 | 1-year; vests Aug 12, 2025 |
- No director-specific performance metrics (EBITDA/TSR/ESG) tied to Culpepper’s director equity awards disclosed.
Other Directorships & Interlocks
| Company | Role | Tenure | Notes |
|---|---|---|---|
| CRH plc | Board Member; Principal Financial Officer | 2 years (within 21-year tenure) | Prior public company board service; finance leadership |
- Compensation Committee interlocks: Culpepper served on QRHC’s Compensation Committee; Committee members had no material relationships with the Company beyond service and shareholdings.
Expertise & Qualifications
- Audit committee financial expert designation; extensive CFO and senior finance experience in waste services, aggregates, and mining.
- Industry exposure aligned with QRHC’s environmental services focus.
Equity Ownership
| Item | Amount | Notes |
|---|---|---|
| Total beneficial ownership | 60,419 shares | Less than 1% of outstanding |
| Components | 25,000 options; 19,243 DSUs | As of May 29, 2025 |
| Outstanding director equity (12/31/2024) | Stock awards: 25,409; Options: 25,000 | 10,409 RSUs vest Aug 12, 2025 |
| Stock ownership guidelines | Non-employee directors must hold $100,000 acquisition-price stock within 5 years; hedging/pledging prohibited | Individual compliance status not disclosed |
Governance Assessment
- Strengths: Independent status; audit financial expert; serves as Audit Chair overseeing eleven FY2024 audit meetings and the audit committee’s report—positive for financial oversight quality. Attendance thresholds met; executive sessions maintained; strong anti-hedging and clawback policies.
- Alignment: Regular, time-based RSUs and ability to defer cash fees into DSUs support ownership alignment; beneficial ownership includes DSUs.
- Conflicts/related parties: No related-party transactions disclosed; Compensation Committee interlocks free of material relationships.
- RED FLAGS: None disclosed regarding pledging/hedging, related-party transactions, low attendance, or pay anomalies. Note: Financing Committee carries no fees; no issue noted.
Overall: Culpepper’s deep CFO background and audit chairmanship are positives for board effectiveness and investor confidence, with standard director pay practices and clean independence/attendance disclosures.