Robert A. McEvoy
RELIANCEAbout Robert A. McEvoy
Independent director of Reliance, Inc. since October 2015; age 58. Current committee assignments: Compensation Committee and Nominating & Governance Committee. Former Managing Director at Goldman Sachs (retired April 2014 after nine years) where he was a portfolio manager focused on materials and industrials; earlier roles at Donaldson, Lufkin & Jenrette and Credit Suisse First Boston (1989–2001). Brings deep metals/mining industry knowledge, M&A, corporate finance, capital markets expertise, and historical coverage of Reliance as an analyst—useful for oversight of strategy, financing, and M&A evaluation .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| The Goldman Sachs Group, Inc. | Managing Director; portfolio manager focused on materials/industrials | Retired Apr 2014 after nine years | Capital markets, investor perspective on competing for capital |
| Donaldson, Lufkin & Jenrette | Various investment banking roles | 1989–2001 | M&A and corporate finance experience |
| Credit Suisse First Boston | Various investment banking roles | 1989–2001 | M&A and corporate finance experience |
External Roles
| Organization | Role | Tenure | Notes |
|---|---|---|---|
| — | — | — | No current public company directorships disclosed for McEvoy in the proxy . |
Board Governance
- Independence: Board determined McEvoy is independent under NYSE rules; all standing committees consist solely of independent directors .
- Committees: Member, Compensation Committee and Nominating & Governance Committee; not a committee chair (Compensation Chair: Karen W. Colonias; Nominating & Governance Chair: David W. Seeger) .
- Attendance: Board met nine times in 2024; all current directors attended at least 90% of Board and committee meetings; all nine directors attended the 2024 virtual annual meeting .
- Executive sessions and leadership: Independent, non‑executive Chair leads regular executive sessions of non‑management directors (effective Jan 2025, Douglas W. Stotlar is independent Chair) .
- Stock ownership guideline: Directors must own shares equal to 5× annual cash retainer within six years; company states all directors are in compliance or within the permitted window .
- Hedging/pledging: Hedging and pledging prohibited; none of the directors had hedging or pledging arrangements as of Dec 31, 2024 .
- Compensation committee interlocks: None—no member was an officer/employee of Reliance; no interlocking relationships with other companies’ boards/comp committees .
Fixed Compensation (Director)
| Component | 2024 Amount/Detail |
|---|---|
| Annual cash retainer | $140,000 (non‑employee directors; paid quarterly) |
| Committee chair retainers | Audit Chair $25,000; Compensation Chair $20,000; Nominating & Governance Chair $20,000 (McEvoy is not a chair) |
| Non‑executive Board Chair retainer | $150,000 |
| Meeting fees | None (no additional fees for Board/committee/independent director meetings) |
| Equity grant | 506 shares (approx. $150,059 grant‑date fair value at $296.56 per share); granted May 15, 2024; fully vested on grant date |
| Director 2024 Compensation (Proxy Table) | Fees Earned or Paid in Cash ($) | Stock Awards ($) | Total ($) |
|---|---|---|---|
| Robert A. McEvoy | 140,000 | 150,059 | 290,059 |
Performance Compensation (Director)
| Element | Structure | Metrics | Notes |
|---|---|---|---|
| Annual equity grant | Time‑based, fully vested at grant | N/A for directors | 506 shares granted 05/15/2024; not subject to vesting or performance criteria |
No director performance metrics are applied; the board uses fixed-value equity grants for independent directors (fully vested at grant) .
Other Directorships & Interlocks
| Category | Detail |
|---|---|
| Current public boards | None disclosed for McEvoy |
| Committee interlocks | None; Compensation Committee members (including McEvoy) had no interlocking relationships, and none were officers/employees of Reliance |
Expertise & Qualifications
- Metals/mining industry knowledge; prior analyst coverage of Reliance and peers .
- Capital markets and corporate finance; investor perspective on cost of capital and financing strategies .
- M&A evaluation and execution experience; helpful for inorganic growth oversight .
Equity Ownership
| Item | Amount/Detail |
|---|---|
| Beneficial ownership (as of Mar 28, 2025) | 23,457 shares; includes 22,247 owned by McEvoy and 1,210 held as UTMA custodian (beneficial ownership disclaimed for 1,210) |
| % of shares outstanding | <1% (“*” = less than 1%) |
| Ownership guideline | 5× annual cash retainer; six-year compliance window; company states all directors are in compliance or within window |
| Pledging/hedging | Prohibited; none of the directors had such arrangements as of Dec 31, 2024 |
Insider Trades (Form 4 since 2023)
| Transaction Date | Filing Date | Type | Shares | Post-Transaction Direct Holdings | Source (SEC) |
|---|---|---|---|---|---|
| 2023‑05‑17 | 2023‑05‑18 | A (Award) | 615 | 21,741 | https://www.sec.gov/Archives/edgar/data/861884/000106299323011729/0001062993-23-011729-index.htm |
| 2024‑05‑15 | 2024‑05‑16 | A (Award) | 506 | 22,247 | https://www.sec.gov/Archives/edgar/data/861884/000106299324010523/0001062993-24-010523-index.htm |
| 2025‑05‑21 | 2025‑05‑22 | A (Award) | 567 | 22,814 | https://www.sec.gov/Archives/edgar/data/861884/000106299325010133/0001062993-25-010133-index.htm |
Notes:
- Director equity awards are reported as grants of common stock; proxy discloses the 2024 director grant was 506 shares (~$150k fair value) and fully vested at grant .
- Post-transaction holdings above reflect direct holdings; proxy beneficial ownership is higher because it also includes UTMA shares where McEvoy is custodian (disclaimed) .
Compensation Committee Analysis (Governance)
- Composition: Chair Karen W. Colonias; members James K. Kamsickas, Robert A. McEvoy, David W. Seeger; all independent under NYSE rules .
- Meetings: Committee met five times in 2024 .
- Independent consultant: Pay Governance advised on 2025 annual cash incentive plan changes (e.g., increasing Tons Sold Growth weight from 10% to 20%) .
- Interlocks: None; no officer/executive interlocks with other companies .
Governance Assessment
Strengths
- Experienced capital markets/M&A background aligned with Reliance’s acquisition and capital allocation strategy; long board tenure since 2015 provides historical context .
- Independent status; active participation on key committees (Compensation; Nominating & Governance) enhances oversight .
- Strong board processes: regular executive sessions led by independent Chair; ≥90% meeting attendance by all directors in 2024; robust ownership, hedging/pledging, and clawback policies .
Potential Risks/Red Flags
- None evident specific to McEvoy: no related‑party transactions disclosed; no hedging/pledging; no compensation committee interlocks .
- Director equity awards are fully vested at grant (no performance linkage), which is common for directors but provides limited performance alignment versus PSUs; mitigated by stock ownership guideline of 5× cash retainer .
References
- Director biography, age, tenure, committees, qualifications .
- Board independence, executive sessions, independent Chair .
- Attendance and meeting cadence .
- Director compensation structure and 2024 director compensation table .
- Beneficial ownership (as of Mar 28, 2025) and footnotes .
- Stock ownership guideline, compliance statement .
- Hedging/pledging prohibitions; none in place .
- Related person transactions (none other than disclosed item not involving McEvoy) .
- Compensation Committee composition, meetings, consultant involvement .