David W. Seeger
About David W. Seeger
Independent director of Reliance, Inc. (RS) since July 2021; age 68. Chair of the Nominating and Governance Committee (effective January 2025) and member of the Compensation Committee. Former President of Zekelman Industries (formerly JMC Steel Group) and Atlas Tube; retired since 2016. Education: BA in Business Administration (Michigan State University) and MBA (Loyola University Chicago).
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Zekelman Industries (formerly JMC Steel Group) | President | 2010–2016 | Led supplier-side steel distribution; deep knowledge of mills and pricing dynamics |
| Atlas Tube (division of JMC Steel Group) | President | 2005–2009 | Operational leadership in tubular steel products |
External Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Zekelman Industries (private) | Director | 2014–2021 | Board member; industry supplier perspective |
Board Governance
- Committee assignments: Compensation Committee member; Nominating & Governance Committee Chair (since Jan 2025). All standing committees consist solely of independent directors.
- Independence: Board determined Seeger is independent under NYSE rules. Non‑management directors meet regularly in executive session led by the independent, non‑executive Chair.
- Attendance and engagement: Board met nine times in 2024; all current directors attended at least 90% of Board and committee meetings; Nominating & Governance met 4 times; Compensation met 5 times. All nine directors attended the 2024 virtual Annual Meeting.
- Governance policies: Directors may not stand for re‑election after age 75; majority vote standard; stock ownership and retention requirements; prohibition on hedging/pledging by directors and officers.
Fixed Compensation
- 2024 director fee schedule: base cash retainer $140,000; audit chair +$25,000; compensation chair +$20,000; nominating & governance chair +$20,000; non‑executive Chair +$150,000; no meeting fees.
- 2024 equity grant: 506 shares ($296.56 per share, $150,059 grant-date fair value), granted May 15, 2024; fully vested on grant.
| Component (2024) | Amount ($) |
|---|---|
| Cash retainer (Fees Earned) | 140,000 |
| Stock awards (grant-date fair value) | 150,059 |
| Total | 290,059 |
Notes: Stock award = 506 shares at $296.56; grant date May 15, 2024; fully vested at grant.
Performance Compensation
| Item | Details |
|---|---|
| Performance-based director pay | None; RS does not tie director compensation to performance metrics; no meeting fees; director stock awards vest on grant date (time-based). |
Other Directorships & Interlocks
| Company | Type | Status | Notes |
|---|---|---|---|
| Zekelman Industries | Private | Former Director (2014–2021) | Supplier to steel end-markets; no RS related-party transaction disclosed. |
- Compensation Committee interlocks: The Compensation Committee (including Seeger) had no interlocks or insider participation; none of RS executives served on boards/comp committees of companies employing RS directors.
Expertise & Qualifications
- Metals supply chain and pricing acumen; understands mill dynamics and service center impacts; familiarity with peer companies and potential acquisition targets.
- Senior leadership and operational management experience in industrial metals.
Equity Ownership
| Metric | Value |
|---|---|
| Shares beneficially owned | 1,888 (less than 1%) |
| Shares outstanding (record date) | 52,888,989 |
| Ownership as % of outstanding | ~0.0036% (1,888 ÷ 52,888,989) |
| Vested vs unvested | Director stock grants fully vested at grant; no unvested director RSUs disclosed |
| Hedging/Pledging | Prohibited by policy for directors and officers |
| Director stock ownership guideline | ≥5x annual cash retainer within 6 years; directors are in compliance or in process |
Governance Assessment
- Strengths: Independent status; committee leadership as Nominating & Governance Chair; strong attendance; robust governance framework (majority voting, executive sessions, ownership guidelines, anti‑hedging/pledging).
- Alignment: Receives mix of cash retainer and fully vested stock; subject to director ownership guideline (≥5x retainer over six years).
- Conflicts/related-party exposure: None disclosed for Seeger; RS reports no related person transactions since Jan 1, 2024 aside from an item related to another director’s family member; Board independence affirmed.
- Compensation committee integrity: Fully independent; no interlocks; use of independent consultant (Pay Governance) for executive pay and director compensation reviews.
- RED FLAGS: None disclosed regarding pledging/hedging, related-party transactions, attendance shortfalls, or director-specific pay anomalies.