James L. Posze, Jr.
About James L. Posze, Jr.
James L. Posze, Jr., 60, serves as Chief Administrative Officer and Senior Vice President, Human Resources at RYAM. He holds a bachelor’s degree in management from Western Kentucky University. He was VP HR at Rayonier Inc. from Oct 2010–Mar 2013 and SVP HR from Mar 2013–Jun 2014; following the 2014 spin-off, he became SVP HR at RYAM and was promoted to his current CAO role on February 16, 2021 . Company performance during his tenure shows Adjusted EBITDA of $222 million in 2024 (vs. $100 million in 2020) and TSR indexed values of 214.84 (2024), 105.47 (2023), 250.00 (2022), 148.70 (2021), 169.79 (2020), indicating volatile but improving EBITDA and multi-year TSR variability .
Past Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| Rayonier Inc. | Vice President, Human Resources | Oct 2010–Mar 2013 | Led corporate HR for former parent; foundation for transition to stand-alone RYAM |
| Rayonier Inc. | Senior Vice President, Human Resources | Mar 2013–Jun 2014 | Senior HR oversight through spin-off preparation |
| RYAM | Senior Vice President, Human Resources | Jun 2014–Feb 16, 2021 | Built HR infrastructure post spin; executive leadership continuity |
| RYAM | Chief Administrative Officer & SVP, HR | Feb 16, 2021–present | Expanded remit; administrative leadership across HR and corporate functions |
External Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| Albemarle Corporation | Global Director, Human Resources | 8+ years | Global HR leadership at a chemicals manufacturer; deep talent systems experience |
Fixed Compensation
| Metric | 2020 | 2021 | 2022 |
|---|---|---|---|
| Base Salary ($) | 335,000 | 365,000 | 380,000 |
| Stock Awards (Grant-Date Fair Value, $) | 146,626 | 367,884 | 536,650 |
| Annual Cash Incentive Paid ($) | 200,000 | 245,000 | 270,000 |
| All Other Compensation ($) | 35,995 | 45,444 | 48,421 |
| Total ($) | 717,621 | 1,023,328 | 1,234,071 |
Perquisites include executive physicals and tax/financial planning reimbursement (non-grossed-up); limit $10,000 for non-CEO participants .
Performance Compensation
Long-Term Incentives and Outcomes
| Metric | Program Year | Weighting | Performance Period | Outcome | Payout |
|---|---|---|---|---|---|
| Relative TSR | 2021 PSUs | n/a | Mar 1, 2021–Feb 28, 2024 | Not earned (below threshold) | 0% |
| Adjusted HPC Segment EBITDA Margin % | 2021 PSUs | n/a | Mar 1, 2021–Feb 28, 2024 | Not earned (below threshold) | 0% |
Annual Incentive Design (Company and NEOs, 2022)
| Metric | Weighting | Notes |
|---|---|---|
| Collared Business EBITDA | 60% | Reverted to annual EBITDA framework |
| Cash Flow Metric | 20% | Within financial objectives |
| Strategic Objectives (Safety, Sustainability, Asset Strategy, IT, Biomaterials, Innovation, People) | 20% | Seven specific objectives |
2024 Annual Incentive Plan emphasized Adjusted EBITDA as the most heavily weighted financial metric (exact weighting not disclosed) .
Equity Ownership & Alignment
Beneficial Ownership
| Metric | Mar 18, 2021 | Mar 17, 2022 | Mar 17, 2025 |
|---|---|---|---|
| Common Shares Beneficially Owned (#) | 112,371 | 117,827 | n/a |
| Exercisable Stock Options (#) | 4,390 | 3,562 | n/a |
| Total Shares + Exercisable Options (#) | 116,761 | 121,389 | n/a |
| 401(k) Plan Shares (#) | 955 | 958 | 1,025 |
Pledging policy: Executives are not permitted to pledge company stock; to the company’s knowledge, none have done so .
Outstanding Equity (as of FY 2022)
RSUs Not Vested:
| Grant Date | RSUs (#) | Market Value ($) |
|---|---|---|
| 3/1/2021 | 14,689 | 141,014 |
| 3/1/2022 | 26,563 | 255,005 |
PSUs Outstanding (Unearned Units):
| Grant Date | PSUs (#) |
|---|---|
| 3/1/2020 | 141,666 |
| 3/1/2021 | 8,569 |
| 7/14/2021 | 17,138 |
| 3/1/2022 | 22,136 |
| 3/29/2022 | 42,715 |
| 7/13/2022 | 48,114 |
Options (Legacy Grants):
| Option Exercise Price ($) | Grant Date | Exercisable (#) | Expiration |
|---|---|---|---|
| 45.2121 | 1/2/2013 | 1,399 | 1/2/2023 |
| 36.5528 | 1/2/2014 | 2,163 | 1/2/2024 |
Stock Ownership Guidelines:
- CAO required ownership: 3x base salary; executives must retain shares and are prohibited from selling until guideline met (tax-withholding exceptions apply) .
Vesting Mechanics:
- RSUs vest on the third anniversary of grant; PSUs vest after the 36‑month performance period based on achievement (0–200% for PSUs; some LPU awards up to 250%) .
Stock Vested in 2021:
| Shares Acquired on Vesting (#) | Value Realized ($) |
|---|---|
| 14,126 | 151,148 |
Employment Terms
Severance Economics (James L. Posze, Jr.)
| Scenario | 2021 | 2022 | 2023 |
|---|---|---|---|
| Non‑CIC Involuntary: Cash Severance ($) | 335,000 | 547,500 | 570,000 |
| Non‑CIC Involuntary: Annual Incentive Severance ($) | 370,850 | 573,500 | 612,000 |
| Non‑CIC Involuntary: Pension/401(k) ($) | — | — | — |
| Non‑CIC Involuntary: Medical/Welfare/Tax/Outplacement ($) | 36,218 | 36,040 | 35,851 |
| Non‑CIC Involuntary: Acceleration of Equity ($) | 127,916 | 165,659 | 979,882 |
| CIC Good Reason: Cash Severance ($) | 670,000 | 1,095,000 | 1,140,000 |
| CIC Good Reason: Annual Incentive Severance ($) | 700,000 | 980,000 | 1,080,000 |
| CIC Good Reason: Pension/401(k) ($) | 91,727 | 103,710 | 108,420 |
| CIC Good Reason: Medical/Welfare/Tax/Outplacement ($) | 52,423 | 52,057 | 51,398 |
| CIC Good Reason: Acceleration of Equity ($) | 778,912 | 900,603 | 2,373,020 |
Key Plan Features:
- CIC plan is double-trigger (benefits only if termination without cause or for good reason within 24 months of CIC) .
- No excise tax gross-ups; “best net” provision applies to 280G excise taxes .
- Clawback policy compliant with NYSE/Dodd‑Frank; recovery of incentive comp on certain restatements and detrimental conduct .
- Equity plan imposes restrictive covenants; if joining a competitor within one year post‑award (except following a CIC), required repayment of option gains or award value reported for tax purposes .
- Retirement programs: qualified 401(k) and non‑qualified Excess Savings/Deferred Compensation Plan allowing deferral up to 100% of base salary and annual cash incentive .
Investment Implications
- Alignment: Ownership guidelines (3x salary for CAO), anti-pledging, double‑trigger CIC, and clawbacks support investor‑friendly alignment; retention requirements limit discretionary selling before guideline compliance .
- Incentive quality: 2022 AIP weighted 60% to EBITDA with clear strategic objectives; 2021 PSUs failed to vest, indicating discipline in pay-for-performance when targets aren’t met .
- Vesting/supply dynamics: RSUs vest on third anniversaries; expect periodic share delivery and tax‑withholding sales at standard vesting points (e.g., 2021/2022 grants), but anti‑pledging and retention rules mitigate undue selling pressure .
- Severance leverage: CIC tier status increased over time (Tier I for CIC by 2023), raising potential exit economics; however, lack of tax gross‑ups and double‑trigger reduce windfall risk .
- Execution risk: HR/administrative leadership continuity since 2014 suggests low transition risk; performance programs tied to TSR and EBITDA margins create sensitivity to operating outcomes and market cycles .