John P. Gaylord
About John P. Gaylord
John P. Gaylord, age 64, has served as an independent director of Seneca Foods since October 2009. He brings operating and management experience in manufacturing and distribution, including service as President of FishHawk LP. He chairs the Compensation Committee and serves on the Corporate Governance & Nominating Committee. He holds a B.A. from Texas Christian University and an M.B.A. from Southern Methodist University .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| FishHawk LP | President | Not disclosed | Operating leadership in manufacturing/distribution |
External Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Comet Signs LLC | Audit Committee Member | Current | External governance experience in audit oversight |
Board Governance
- Independence: Board determined Mr. Gaylord is independent under NASDAQ listing standards .
- Committee assignments: Compensation Committee (Chair); Corporate Governance & Nominating Committee (Member) .
- Meeting cadence and attendance:
- Board met 4 times in FY ended March 31, 2025; all directors attended all Board and committee meetings they served on (100% attendance) .
- Compensation Committee met 2 times; Corporate Governance & Nominating met 1 time .
- Leadership structure: Non-executive Chairman (Kayser) and separate CEO; regular executive sessions of non-management directors to ensure independent oversight .
| Governance Metric | FY2025 | Notes |
|---|---|---|
| Independence status | Independent | Determined under NASDAQ standards |
| Board meetings attended | 4 of 4 | 100% attendance across Board and relevant committees |
| Compensation Committee role | Chair | Met 2 times in FY2025 |
| Corporate Governance & Nominating role | Member | Met 1 time in FY2025 |
Fixed Compensation
| Component | Amount | Timing | Notes |
|---|---|---|---|
| Quarterly cash retainer | $20,000 | Per quarter | Non-employee directors |
| Annual cash fees (FY2025) | $80,000 | FY ended 3/31/2025 | Reported as “Fees Earned or Paid in Cash” |
No equity grants or meeting/committee chair fees are disclosed for directors in FY2025; the director compensation program is a cash retainer structure .
Performance Compensation
| Metric/Instrument | Structure | FY2025 Outcome |
|---|---|---|
| Equity or incentive awards for directors | Not disclosed | No director equity or performance-vested awards listed in FY2025 |
Other Directorships & Interlocks
| Company | Public/Private | Role | Interlock/Conflict Notes |
|---|---|---|---|
| Comet Signs LLC | Private | Audit Committee Member | External audit oversight; no interlock with SENEA management disclosed |
| Public company boards | — | — | None disclosed for Mr. Gaylord |
Compensation Committee Interlocks: None. Committee comprises Gaylord (Chair), Boor, and Woodward; no interlocking relationships in past three years .
Expertise & Qualifications
- Manufacturing and distribution operations leadership; President of FishHawk LP .
- Governance expertise: Chairs SENEA Compensation Committee; member of Corporate Governance & Nominating Committee .
- Financial oversight exposure via audit committee role at Comet Signs LLC .
- Education: B.A., Texas Christian University; M.B.A., Southern Methodist University .
Equity Ownership
| Security | Shares Beneficially Owned | Percent of Class |
|---|---|---|
| Class A Common Stock | 1,000 | * (less than 1%) |
No Class B or preferred share ownership disclosed for Mr. Gaylord .
Governance Assessment
-
Positives:
- Independent status and 100% attendance across Board and committee meetings in FY2025 signal strong engagement .
- Chairs Compensation Committee, aligning him with oversight of executive pay; the committee is fully independent and met regularly .
- No related-party transactions disclosed involving Mr. Gaylord; related-party items cite other directors/executives, not him .
- Compensation Committee reports no interlocks, and the Company received ~99% say‑on‑pay support in 2023—indicator of perceived pay discipline under committee oversight .
-
Watch items / potential red flags for alignment:
- Low personal equity stake (1,000 Class A shares; <1% of class) may limit economic alignment relative to peers with larger holdings .
- Director compensation mix is entirely cash (no equity retainer), which can reduce long-term alignment incentives commonly favored by governance best practices .
-
Additional committee practices:
- Compensation Committee has never engaged a compensation consultant; maintains flexibility but may lack external benchmarking—worth monitoring versus evolving pay practices .
Executive sessions and non-executive chair structure support independent oversight; no lead independent director is specified, but regular executive sessions are noted .