James McConville
About James McConville
General (RET) James McConville was appointed to Redwire’s Board as an independent Class III director effective October 3, 2025, with a term expiring at the 2027 Annual Meeting; he will be paid in accordance with the Company’s non‑employee director compensation policy and executed a standard Director & Officer indemnification agreement upon appointment . He previously served as the 40th Chief of Staff of the United States Army, leading 1.2 million personnel with an annual budget of $185 billion and operations in over 140 countries; he is currently an Operating Partner at AE Industrial Partners, a Senior Fellow at the Belfer Center at Harvard University, and a member of the Georgia Tech Research Institute External Advisory Council . The Company disclosed it is not aware of any related transactions or relationships with General McConville that would require Item 404(a) disclosure .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| U.S. Army | 40th Chief of Staff | Not disclosed | Led 1.2M personnel; $185B budget; operations in 140+ countries |
External Roles
| Organization | Role | Tenure | Notes |
|---|---|---|---|
| AE Industrial Partners | Operating Partner | Current | AEI affiliate holds significant ownership and nomination rights via AE Red Holdings under the Investor Rights Agreement |
| Harvard Belfer Center | Senior Fellow | Current | Governance/strategy expertise |
| Georgia Tech Research Institute | External Advisory Council Member | Current | Technology and research advisory |
Board Governance
- Appointment: Independent director, Class III, effective October 3, 2025; term expires at 2027 Annual Meeting .
- Committees: Not specified at appointment; Ms. Hayes appointed concurrently is expected to serve on the Audit Committee . As of April 4, 2025 (pre‑appointment), Audit Committee: Kornblatt (Chair), Bolton, Brothers; Compensation: Konert (Chair), Daniels, Bolton; Nominating & Corporate Governance: Daniels (Chair), Konert, Kornblatt .
- Board meetings and attendance (FY2024): Board held 11 meetings; Audit 4; Compensation 3; Nominating 4. Each director attended at least 75% of Board and committee meetings; all attended the Annual Meeting except Mr. Konert .
- Executive sessions: Non‑management directors met periodically; independent directors met separately at least once in 2024 .
- Independence: Company currently has a majority of independent directors; all three standing committees are composed entirely of independent directors under NYSE and, for Audit, Rule 10A‑3 .
- Related‑party oversight: Audit Committee reviews and approves related‑party transactions under a written RPT Policy, considering arm’s‑length terms, purpose/benefits, and dollar value; only transactions in the Company’s best interests are approved .
Fixed Compensation
| Component | Amount | Terms |
|---|---|---|
| Annual Board Retainer (Cash) | $100,000 | Increased from $75,000 on March 6, 2025 |
| Audit Committee Chair | $30,000 | Annual cash retainer |
| Audit Committee Member | $15,000 | Annual cash retainer |
| Compensation Committee Chair | $20,000 | Annual cash retainer |
| Compensation Committee Member | $10,000 | Annual cash retainer |
| Nominating & Corporate Governance Chair | $15,000 | Annual cash retainer |
| Nominating & Corporate Governance Member | $7,500 | Annual cash retainer |
| Annual RSU Grant | $150,000 grant date fair value (2025) | Increased from $100,000 in 2023–2024; RSUs vest fully on first anniversary of grant, subject to continued service; accelerate on Change of Control . General McConville will be paid per the policy . |
Performance Compensation
| Metric/Condition | Status | Notes |
|---|---|---|
| Director short‑term incentive (cash bonus) | Not applicable | No director bonus program disclosed |
| Director long‑term performance awards (PSUs) | Not applicable | Director equity consists of time‑based RSUs; vest after one year; accelerate on Change of Control |
| Clawback applicability | Applicable to awards | Board‑adopted Clawback Policy authorizes recoupment of erroneously awarded incentive compensation; equity awards under the 2021 Plan are subject to clawback |
Other Directorships & Interlocks
- Public company board roles: Not disclosed for General McConville at appointment .
- Interlocks and nomination rights: AE Red Holdings (affiliate of AE Industrial Partners) holds board nomination rights under the Investor Rights Agreement; GNPK relinquished its nomination rights on July 31, 2024 . Bain holds a separate board designation right under the Bain Investment Agreement and has Preferred stock governance rights via the Certificate of Designation .
- Conflict assessment: The Company states no Item 404(a) related‑party transactions exist for General McConville; however, his AEI Operating Partner role creates an affiliation with a major shareholder holding nomination rights—this warrants ongoing monitoring of committee assignments and related‑party oversight .
Expertise & Qualifications
- Leadership: Former U.S. Army Chief of Staff with extensive operational leadership across global theaters .
- Strategy and governance: Senior Fellow (Harvard Belfer Center) and technology advisory (GTRI), aligning with defense and aerospace governance needs .
- Industry alignment: Military and national security background relevant to Redwire’s space and defense technology focus .
Equity Ownership
- Beneficial ownership: Not disclosed for General McConville in the April 4, 2025 beneficial ownership table; he was appointed after that record date .
- Hedging/pledging: Directors, officers, and employees are prohibited from hedging or pledging Company securities; margin accounts are prohibited .
Governance Assessment
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Strengths:
- Independent appointment with no 404(a) related‑party transactions; indemnification agreement executed per standard practice .
- Robust committee independence and formal RPT Policy; board‑level clawback policy covering incentive compensation .
- Clear director pay structure with balanced cash/equity and one‑year RSU vesting; change‑of‑control acceleration disclosed .
- Prohibitions on hedging and pledging enhance alignment with shareholders .
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Watch items / potential RED FLAGS:
- AEI interlock: As an Operating Partner at AEI, McConville is affiliated with a major shareholder holding board nomination and removal rights; monitor for committee placements (especially Audit/Comp) and any related‑party transactions .
- Board refresh dynamics: Multiple director departures and appointments in 2025 tied to investor rights agreements and acquisitions—track continuity and committee expertise coverage through FY2026 .
- Director equity acceleration on Change of Control may reduce at‑risk tenure incentives during strategic transactions; ensure robust independent committee oversight .
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Engagement and attendance:
- Company sets expectations for high engagement; 2024 aggregate attendance metrics were strong, but McConville joined post‑FY2024—monitor attendance in FY2025–2026 .
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Overall view:
- McConville’s national security leadership and governance orientation are additive to Redwire’s board effectiveness. His AEI affiliation is a manageable governance risk given the Company’s formal independence, RPT, and clawback frameworks; continued transparency on committee assignments and any transactions will be important for investor confidence .