Larkin Martin
About Larkin Martin
V. Larkin Martin, age 61, is an independent director of Rayonier Inc. serving since 2007; she is Managing Partner of Martin Farm and Vice President of The Albemarle Corporation, family businesses in agriculture and timberland, and previously served as Chair of the Board of Directors of the Federal Reserve Bank of Atlanta (2007–2008) . Her operating background in southeastern U.S. land-based businesses and understanding of financial markets underpin governance contributions in forestry, real estate, and economic oversight .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Martin Farm | Managing Partner | Since 1990 | Direct operating experience in agriculture and timberland management |
| The Albemarle Corporation (family business) | Vice President | Since 1990 | Land-based business operations and finance perspective |
| Federal Reserve Bank of Atlanta | Chair, Board of Directors | 2007–2008 | Financial markets understanding and governance oversight |
External Roles
| Organization | Role | Status |
|---|---|---|
| Other public company boards | — | None |
Board Governance
- Committee memberships: Compensation and Management Development Committee; Nominating and Corporate Governance Committee .
- Independence: Board determined she is independent under NYSE standards; all directors except the CEO/former CEO were independent in 2024 .
- Attendance: All directors attended at least 75% of Board/committee meetings; aggregate attendance was 99.6% in 2024 .
- Meetings in 2024: Board (12), Audit (9), Compensation (6), Nominating (4) .
- Non-management director executive sessions: five regular meetings in 2024 .
- Director nomination and refresh: Ongoing skills-based matrix evaluation and majority voting with resignation policy if not elected .
Fixed Compensation
| Component | Amount | Notes |
|---|---|---|
| Annual cash retainer | $65,000 | Payable quarterly |
| Committee member retainers | $7,500 (Compensation); $5,000 (Nominating) | Payable quarterly |
| Total cash fees earned (2024) | $77,500 | As reported in Director Compensation Table |
| Deferral option | Up to 100% of cash comp | Lump sum paid at age 73 or departure; credited interest at 120% long-term AFR, compounded annually |
Performance Compensation
| Grant | Grant Date | Shares/Units | Grant Date Fair Value | Vesting/Restrictions |
|---|---|---|---|---|
| Annual director stock award | May 2024 | 4,116 shares | $125,003 | Vests upon issuance; shares must be held until earlier of four years from grant or director’s departure |
| Equity mix | Equity retainer | N/A | Majority of Board compensation in stock | Governance highlight: stock ownership alignment emphasized |
No performance-based metrics (e.g., TSR or EBITDA) are tied to non-management director equity; awards are time-based with holding requirements .
Other Directorships & Interlocks
| Category | Detail |
|---|---|
| Current public company boards | None |
| Compensation committee interlocks | None; no insider participation or related person relationships requiring disclosure |
Expertise & Qualifications
- Operating expertise in agriculture and timberland management with southeastern U.S. focus and financial markets experience; adds value to forest resources and macroeconomic discussions .
- Independent governance orientation consistent with NYSE standards .
Equity Ownership
| Policy/Indicator | Detail |
|---|---|
| Director ownership guideline | Must maintain minimum ownership equal to cumulative equity retainer shares granted over the prior four years; sale restrictions until requirement met |
| Compliance status | All directors and executive officers have met or are on track to meet ownership requirements within required period |
| Hedging/pledging | Prohibited for directors and executives; no margin or pledges allowed |
Governance Assessment
- Effectiveness signals: Long tenure with domain expertise; independent status; active roles on Compensation and Nominating committees; strong Board attendance and regular executive sessions support effective oversight .
- Pay alignment: Director compensation structure blends modest cash retainers with meaningful equity that must be held, reinforcing long-term alignment; deferral program available with transparent interest crediting .
- Compensation committee quality: Independent committee; uses independent consultant FW Cook; no conflicts; annual risk assessment of compensation programs .
- Shareholder support context: High say-on-pay approval (97.2% in 2024; 98% average over five years) suggests investor confidence in governance and pay practices .
- Conflicts/related parties: Despite her family-business roles in agriculture/timberland, the Board reported no related person transactions in 2024; Nominating Committee oversees related-party policy and reviews .
RED FLAGS
- Related-party transactions: None identified for 2024 .
- Hedging/pledging: Prohibited (mitigates misalignment risk) .
- Attendance issues: None (≥75% for all directors; 99.6% aggregate) .
- Interlocks: None .