Amir P. Rosenthal
STURM RUGER & COAbout Amir P. Rosenthal
Independent director of Sturm, Ruger & Company, Inc. (RGR), age 63, serving since January 2010. He is a seasoned finance and operations executive: currently COO of The Granite Group (since 2022), previously CFO there (2018–2021); EVP and Board of Advisors member at Kensington Investment Corp (2017–2018); President and earlier CFO/EVP of Performance Sports Group/Bauer (2008–2016); senior finance/legal roles at Katy Industries (2001–2008) and Timex (1989–2001), including Chairman of Timex Watches Ltd. He chairs RGR’s Audit Committee and is recognized by the Board as possessing comprehensive business, legal, and financial expertise .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| The Granite Group Wholesalers LLC | Chief Operating Officer | 2022–present | Senior P&L operations leadership |
| The Granite Group Wholesalers LLC | Chief Financial Officer | 2018–2021 | Finance leadership |
| Kensington Investment Corporation | Executive Vice President; Board of Advisors | 2017–2018 | Strategic advisory |
| Performance Sports Group Ltd. (Bauer) | President | 2015–2016 | Corporate leadership |
| Performance Sports Group Ltd. (Bauer) | CFO; EVP Finance & Administration | 2012–2015 | Corporate finance |
| Performance Sports Group Ltd. (Bauer) | Chief Financial Officer | 2008–2012 | Corporate finance |
| Katy Industries, Inc. | VP; CFO; General Counsel; Secretary | 2001–2008 | Finance/legal leadership |
| Timex Corporation | Treasurer; Counsel; Senior Counsel; Director & Chairman of Timex Watches Ltd. | 1989–2001 | Finance/legal; subsidiary board chair |
External Roles
| Organization | Role | Current/Prior | Notes |
|---|---|---|---|
| Timex Watches Ltd. | Director & Chairman | Prior | Subsidiary of Timex Corporation |
| Kensington Investment Corporation | Board of Advisors | Prior | Advisory role to investment firm |
| Other public company directorships | — | — | None disclosed in proxy biography |
Board Governance
- Independence: The Board affirmatively determined Rosenthal is “independent” under NYSE rules, with no material relationships with RGR or affiliates .
- Committee leadership: Audit Committee Chair; designated audit committee financial expert; financially literate .
- 2024 attendance: Each director attended at least 92% of Board and committee meetings; Board held 15 meetings; Audit Committee held 5, Nominating & Corporate Governance 5, Risk Oversight 3, Capital Policy 5 .
- Committee structure evolution: Board dissolved Risk Oversight and Capital Policy Committees in 2024 to address risk and capital matters at full Board level going forward .
| Committee (2024) | Role | Meetings in 2024 |
|---|---|---|
| Audit | Chair | 5 |
| Nominating & Corporate Governance | Member | 5 |
| Risk Oversight | Member (committee dissolved in 2024) | 3 |
| Capital Policy | Member (committee dissolved in 2024) | 5 |
| Board (overall) | Director | 15 |
- Executive sessions: Independent non-management directors meet regularly in executive session led by an independent Chairman or Lead Vice Chairman .
Fixed Compensation
| Metric | FY 2022 | FY 2024 |
|---|---|---|
| Fees Earned or Paid in Cash ($) | 100,000 | 100,000 |
| Committee Chair Fees (program schedule) | Audit Chair $20,000; others per schedule | Audit Chair $20,000; others per schedule |
| Director Annual Retainer (program schedule) | All others $130,000 (2/3 cash; 1/3 restricted stock) | All others $130,000 (2/3 cash; 1/3 restricted stock) |
Notes: Cash figures shown are actual amounts reported; the program schedule indicates mix and chair fees applicable to roles .
Performance Compensation
- Non-management directors do not receive performance-based cash incentives or stock options; equity compensation consists of time-based restricted stock grants and RSUs per the director fee schedule .
Director Equity Compensation
| Metric | FY 2022 | FY 2024 |
|---|---|---|
| Number of Shares Underlying Stock Awards (#) | 1,700 | 2,652 |
| Stock Awards – Grant Date Fair Value ($) | 115,000 | 115,000 |
| Long-term director equity elements (program) | $65,000 annual RSUs (3-year); $100,000 RSUs upon joining Board | $65,000 annual RSUs (3-year); $100,000 RSUs upon joining Board |
Other Directorships & Interlocks
| Category | Detail |
|---|---|
| Current public company boards | None disclosed in proxy materials |
| Notable prior affiliations | Performance Sports Group/Bauer; Katy Industries; Timex; Kensington Investment Corp |
| Shared directorships with RGR counterparties | None disclosed; related-party payments in 2024 involved NRA and NSSF connected to other directors, not Rosenthal |
Expertise & Qualifications
| Skill Area | Level (0–2) |
|---|---|
| Executive (senior enterprise management) | 2 |
| Public Company (C-suite/board governance) | 2 |
| Financial (finance/accounting) | 2 |
| Manufacturing (operations/innovation/supply chain) | 1 |
| Sales & Marketing (consumer/brand/advertising) | 1 |
| Risk Management (security/cyber/insurance) | 2 |
| Legal & Regulatory (corporate/industry regulation/litigation) | 2 |
Equity Ownership
| Metric (as of April 3, 2025) | Value |
|---|---|
| Beneficially Owned Shares | 17,054 |
| Options Exercisable/within 60 days | — (none) |
| Total Shares Beneficially Owned | 17,054 |
| Percent of Class | <1% (per table) |
| Shares Outstanding (context) | 16,554,962 |
| Director stock ownership guideline | Minimum 5x base cash retainer within 5 years |
| Hedging policy | Company prohibits hedging/derivative/speculative transactions by directors, officers, employees |
No pledging of shares is disclosed in the proxy. Section 16(a) compliance note indicates timely filings except for a Seyfert RSU grant; no delinquency noted for Rosenthal .
Governance Assessment
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Positive signals:
- Independent Audit Chair and SEC-designated audit committee financial expert; strong finance/legal background improves board oversight of reporting, controls, and auditor independence .
- High engagement: ≥92% attendance in 2024 across Board/committees; robust meeting cadence indicates active oversight .
- Director compensation aligned with shareholder interests: meaningful equity mix and ownership guideline; no options or performance pay that could bias short-term actions .
- Strong governance policies: clawback policy, anti-hedging, stock award practices (no repricing) reinforce investor protection .
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Watch items:
- Committee structure changes (dissolution of Risk Oversight and Capital Policy) centralize discussions at the full Board; effectiveness depends on Board agenda discipline and risk reporting rigor .
- No disclosure of additional public company boards or industry interlocks; while it reduces conflict risk, it also limits external board benchmarking exposure .
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Shareholder sentiment: Say-on-pay received 97% approval at 2024 meeting, indicating strong investor support for compensation governance and Board oversight .
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Conflicts/related party: No related-party transactions involving Rosenthal disclosed for 2024; NRA and NSSF relationships pertain to other directors and are explicitly noted as non-compensatory to them .